Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 02, 2022 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Current Fiscal Year End Date | --12-31 | |
Document Transition Report | false | |
Entity File Number | 001-37394 | |
Entity Registrant Name | Black Knight, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-5265638 | |
Entity Address, Address Line One | 601 Riverside Avenue | |
Entity Address, City or Town | Jacksonville | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32204 | |
City Area Code | 904 | |
Local Phone Number | 854-5100 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | BKI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 156,026,791 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001627014 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 16.1 | $ 77.1 |
Trade receivables, net | 191.8 | 191.8 |
Prepaid expenses and other current assets | 91.1 | 83 |
Receivables from related parties | 0.1 | 0.2 |
Total current assets | 299.1 | 352.1 |
Property and equipment, net | 146.6 | 154.5 |
Software, net | 459.4 | 497 |
Other intangible assets, net | 503.6 | 613.2 |
Goodwill | 3,817.2 | 3,817.3 |
Investments in unconsolidated affiliates | 169 | 490.5 |
Deferred contract costs, net | 190.5 | 196 |
Other non-current assets | 252.6 | 230.3 |
Total assets | 5,838 | 6,350.9 |
Current liabilities: | ||
Trade accounts payable and other accrued liabilities | 57.8 | 64.5 |
Income taxes payable | 17.7 | 11.8 |
Accrued compensation and benefits | 86.4 | 91.4 |
Current portion of debt | 33.6 | 32.5 |
Deferred revenues | 65.3 | 64.6 |
Total current liabilities | 260.8 | 264.8 |
Deferred revenues | 53.9 | 81.5 |
Deferred income taxes | 232.9 | 284.1 |
Long-term debt, net of current portion | 2,648.6 | 2,362.6 |
Other non-current liabilities | 49.9 | 78.7 |
Total liabilities | 3,246.1 | 3,071.7 |
Commitments and contingencies (Note 10) | ||
Redeemable noncontrolling interests | 42.8 | 1,188.8 |
Equity: | ||
Common stock; $0.0001 par value; 550,000,000 shares authorized; 160,040,598 shares issued and 156,031,768 shares outstanding as of September 30, 2022, and 160,040,598 shares issued and 155,357,705 shares outstanding as of December 31, 2021 | 0 | 0 |
Preferred stock; $0.0001 par value; 25,000,000 shares authorized; issued and outstanding, none as of September 30, 2022 and December 31, 2021 | 0 | 0 |
Additional paid-in capital | 1,386.6 | 1,410.9 |
Retained earnings | 1,398.8 | 968.2 |
Accumulated other comprehensive loss | (6) | (17.5) |
Treasury stock, at cost, 4,008,830 shares as of September 30, 2022 and 4,682,893 shares as of December 31, 2021 | (230.3) | (271.2) |
Total shareholders' equity | 2,549.1 | 2,090.4 |
Total liabilities, redeemable noncontrolling interests and shareholders' equity | $ 5,838 | $ 6,350.9 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 550,000,000 | 550,000,000 |
Common stock, shares issued (in shares) | 160,040,598 | 160,040,598 |
Common stock, shares outstanding (in shares) | 156,031,768 | 155,357,705 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in share) | 0 | 0 |
Treasury stock (in shares) | 4,008,830 | 4,682,893 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings and Comprehensive Earnings - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Condensed Consolidated Statements of Earnings and Comprehensive Earnings | ||||
Revenues | $ 386.7 | $ 378 | $ 1,168.4 | $ 1,089 |
Expenses: | ||||
Operating expenses | 220.9 | 203 | 645.6 | 586.2 |
Depreciation and amortization | 93.5 | 93.6 | 277.5 | 271.8 |
Transition and integration costs | 4.1 | (1.3) | 19.9 | 10.9 |
Total expenses | 318.5 | 295.3 | 943 | 868.9 |
Operating income | 68.2 | 82.7 | 225.4 | 220.1 |
Other income and expense: | ||||
Interest expense, net | (26.6) | (21.6) | (70.3) | (62.8) |
Other expense, net | (5.4) | (1.1) | (9) | (5.3) |
Total other expense, net | (32) | (22.7) | (79.3) | (68.1) |
Earnings before income taxes and equity in earnings of unconsolidated affiliates | 36.2 | 60 | 146.1 | 152 |
Income tax expense | 6.5 | 15.3 | 17 | 31 |
Earnings before equity in earnings of unconsolidated affiliates | 29.7 | 44.7 | 129.1 | 121 |
Equity in earnings of unconsolidated affiliates, net of tax | 0.3 | 1.6 | 303.3 | 3 |
Net earnings | 30 | 46.3 | 432.4 | 124 |
Net losses attributable to redeemable noncontrolling interests | 7.1 | 2.5 | 23.2 | |
Net earnings attributable to Black Knight | 30 | 53.4 | 434.9 | 147.2 |
Other comprehensive earnings: | ||||
Unrealized holding gains (losses), net of tax(1) | 1.4 | (0.2) | 8 | 0.1 |
Reclassification adjustments for losses included in net earnings, net of tax(2) | 0.4 | 4 | 5.6 | 11.9 |
Total unrealized gains on interest rate swaps, net of tax | 1.8 | 3.8 | 13.6 | 12 |
Foreign currency translation adjustment, net of tax (3) | (0.4) | (1) | (0.4) | |
Unrealized (losses) gains on investments in unconsolidated affiliates, net of tax(4) | (1.9) | (2.9) | (1.1) | (4.5) |
Other comprehensive earnings (loss) | (0.5) | 0.9 | 11.5 | 7.1 |
Comprehensive earnings | 29.5 | 47.2 | 443.9 | 131.1 |
Net losses attributable to redeemable noncontrolling interests | 7.1 | 2.5 | 23.2 | |
Comprehensive earnings attributable to Black Knight | $ 29.5 | $ 54.3 | $ 446.4 | $ 154.3 |
Net earnings per share attributable to Black Knight common shareholders: | ||||
Basic | $ 0.19 | $ 0.34 | $ 2.82 | $ 0.95 |
Diluted | $ 0.19 | $ 0.34 | $ 2.80 | $ 0.94 |
Weighted average shares of common stock outstanding (see Note 5): | ||||
Basic | 154.5 | 155.2 | 154.4 | 155.4 |
Diluted | 155.4 | 156.2 | 155.5 | 155.9 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Condensed Consolidated Statements of Earnings and Comprehensive Earnings | ||||
Derivatives qualifying as hedges, tax expense (benefit) | $ 0.4 | $ 0.1 | $ 2.7 | $ (0.1) |
Reclassification adjustment from AOCI on derivatives, tax expense (benefit) | 0.1 | 1.3 | 1.9 | 4 |
Foreign currency translation adjustment, tax | 0.1 | 0.3 | 0.1 | |
Unrealized gains (losses) on investments in unconsolidated affiliates, tax | $ 0.6 | $ 1 | $ 0.4 | $ 1.5 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity - USD ($) $ in Millions | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Redeemable noncontrolling interests | Total |
Beginning balance at Dec. 31, 2020 | $ 2,053.7 | $ 757.4 | $ (38.8) | $ (144.6) | $ 578 | $ 2,627.7 | |
Beginning balance (shares) at Dec. 31, 2020 | 160,100,000 | 3,100,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Fair value adjustment to redeemable noncontrolling interests | (392.3) | 392.3 | (392.3) | ||||
Grant of restricted shares of common stock | (29.2) | $ 29.2 | |||||
Grant of restricted shares of common stock (in shares) | (600,000) | ||||||
Forfeitures of restricted shares of common stock | 1.6 | $ (1.6) | |||||
Tax withholding payments for restricted share vesting | (24.4) | (24.4) | |||||
Tax withholding payments for restricted share vesting (shares) | (100,000) | ||||||
Vesting of restricted shares granted from treasury stock | 11.4 | $ (11.4) | |||||
Vesting of restricted shares granted from treasury stock (in shares) | 200,000 | ||||||
Equity based compensation expense | 32.4 | 32.4 | |||||
Net earnings (losses) | 147.2 | (23.2) | 147.2 | ||||
Equity-based compensation expense of unconsolidated affiliates | 2 | 2 | |||||
Purchases of treasury stock | $ (146.7) | $ (146.7) | |||||
Purchases of treasury stock (in shares) | 2,000,000 | (2,000,000) | |||||
Foreign currency translation adjustment | (0.4) | $ (0.4) | |||||
Unrealized gains on interest rate swaps, net | 12 | 12 | |||||
Other comprehensive gains (loss) on investments in unconsolidated affiliates | (4.5) | (4.5) | |||||
Ending balance at Sep. 30, 2021 | 1,653.2 | 906.6 | (31.7) | $ (275.1) | 947.1 | 2,253 | |
Ending balance (shares) at Sep. 30, 2021 | 160,000,000 | 4,700,000 | |||||
Beginning balance at Dec. 31, 2020 | 2,053.7 | 757.4 | (38.8) | $ (144.6) | 578 | 2,627.7 | |
Beginning balance (shares) at Dec. 31, 2020 | 160,100,000 | 3,100,000 | |||||
Ending balance at Dec. 31, 2021 | 1,410.9 | 968.2 | (17.5) | $ (271.2) | 1,188.8 | 2,090.4 | |
Ending balance (shares) at Dec. 31, 2021 | 160,000,000 | 4,700,000 | |||||
Beginning balance at Jun. 30, 2021 | 2,021 | 852.4 | (32.6) | $ (176.6) | 578 | 2,664.2 | |
Beginning balance (shares) at Jun. 30, 2021 | 160,000,000 | 3,400,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Fair value adjustment to redeemable noncontrolling interests | (376.2) | 376.2 | (376.2) | ||||
Grant of restricted shares of common stock | (2.6) | $ 2.6 | |||||
Grant of restricted shares of common stock (in shares) | (100,000) | ||||||
Forfeitures of restricted shares of common stock | 1.1 | $ (1.1) | |||||
Equity based compensation expense | 9.9 | 9.9 | |||||
Net earnings (losses) | 53.4 | (7.1) | 53.4 | ||||
Equity-based compensation expense of unconsolidated affiliates | 0.8 | 0.8 | |||||
Purchases of treasury stock | $ (100) | $ (100) | |||||
Purchases of treasury stock (in shares) | 1,400,000 | (1,400,000) | |||||
Unrealized gains on interest rate swaps, net | 3.8 | $ 3.8 | |||||
Other comprehensive gains (loss) on investments in unconsolidated affiliates | (2.9) | (2.9) | |||||
Ending balance at Sep. 30, 2021 | 1,653.2 | 906.6 | (31.7) | $ (275.1) | 947.1 | 2,253 | |
Ending balance (shares) at Sep. 30, 2021 | 160,000,000 | 4,700,000 | |||||
Beginning balance at Dec. 31, 2021 | 1,410.9 | 968.2 | (17.5) | $ (271.2) | 1,188.8 | 2,090.4 | |
Beginning balance (shares) at Dec. 31, 2021 | 160,000,000 | 4,700,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Fair value adjustment to redeemable noncontrolling interests | (12.5) | 12.5 | (12.5) | ||||
Acquisition of remaining redeemable noncontrolling interests in Optimal Blue Holdco, LLC | (1,156) | ||||||
Grant of restricted shares of common stock | (51.8) | $ 51.8 | |||||
Grant of restricted shares of common stock (in shares) | (900,000) | ||||||
Forfeitures of restricted shares of common stock | 2 | $ (2) | |||||
Tax withholding payments for restricted share vesting | (11.2) | (11.2) | |||||
Vesting of restricted shares granted from treasury stock | 8.9 | $ (8.9) | |||||
Vesting of restricted shares granted from treasury stock (in shares) | 200,000 | ||||||
Equity based compensation expense | 37.2 | 37.2 | |||||
Net earnings (losses) | 434.9 | (2.5) | 434.9 | ||||
Equity-based compensation expense of unconsolidated affiliates | (4.3) | $ (4.3) | |||||
Purchases of treasury stock (in shares) | 0 | ||||||
Foreign currency translation adjustment | (1) | $ (1) | |||||
Unrealized gains on interest rate swaps, net | 13.6 | 13.6 | |||||
Other comprehensive gains (loss) on investments in unconsolidated affiliates | (1.1) | (1.1) | |||||
Other | 3.1 | 3.1 | |||||
Ending balance at Sep. 30, 2022 | 1,386.6 | 1,398.8 | (6) | $ (230.3) | 42.8 | 2,549.1 | |
Ending balance (shares) at Sep. 30, 2022 | 160,000,000 | 4,000,000 | |||||
Beginning balance at Jun. 30, 2022 | 1,367.8 | 1,368.2 | (5.5) | $ (230.4) | 47.4 | 2,500.1 | |
Beginning balance (shares) at Jun. 30, 2022 | 160,000,000 | 4,000,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Fair value adjustment to redeemable noncontrolling interests | 4.6 | (4.6) | 4.6 | ||||
Grant of restricted shares of common stock | (1) | $ 1 | |||||
Forfeitures of restricted shares of common stock | 0.8 | (0.8) | |||||
Tax withholding payments for restricted share vesting | (0.2) | (0.2) | |||||
Vesting of restricted shares granted from treasury stock | 0.1 | (0.1) | |||||
Equity based compensation expense | 13.6 | 13.6 | |||||
Net earnings (losses) | 30 | 30 | |||||
Equity-based compensation expense of unconsolidated affiliates | 0.6 | 0.6 | |||||
Foreign currency translation adjustment | (0.4) | (0.4) | |||||
Unrealized gains on interest rate swaps, net | 1.8 | 1.8 | |||||
Other comprehensive gains (loss) on investments in unconsolidated affiliates | (1.9) | (1.9) | |||||
Other | 0.9 | 0.9 | |||||
Ending balance at Sep. 30, 2022 | $ 1,386.6 | $ 1,398.8 | $ (6) | $ (230.3) | $ 42.8 | $ 2,549.1 | |
Ending balance (shares) at Sep. 30, 2022 | 160,000,000 | 4,000,000 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net earnings | $ 432.4 | $ 124 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 277.5 | 271.8 |
Amortization of debt issuance costs and original issue discount | 2.9 | 2.9 |
Loss on extinguishment of debt | 0 | 2.5 |
Deferred income taxes, net | (152.5) | (6) |
Equity in earnings of unconsolidated affiliates, net of tax | (303.3) | (3) |
Equity-based compensation | 37.2 | 32.4 |
Changes in assets and liabilities, net of acquired assets and liabilities: | ||
Trade receivables, including receivables from related parties | (0.1) | |
Prepaid expenses and other assets | (29.3) | (43.4) |
Deferred contract costs | (26.2) | (36.6) |
Deferred revenues | (26.9) | (6.5) |
Trade accounts payable and other liabilities | (20) | (6.7) |
Net cash provided by operating activities | 191.7 | 331.4 |
Cash flows from investing activities: | ||
Additions to property and equipment | (21.3) | (17.8) |
Additions to software | (69.5) | (65.9) |
Business acquisitions, net of cash acquired | 0 | (302.5) |
Asset acquisitions | 0 | (10) |
Other investing activities | (4) | (1.2) |
Net cash used in investing activities | (94.8) | (397.4) |
Cash flows from financing activities: | ||
Revolver borrowings | 627 | 613.9 |
Revolver payments | (317.4) | (324.6) |
Term loan borrowings | 0 | 1.6 |
Term loan payments | (21.6) | |
Payments made for redeemable noncontrolling interests | (433.5) | |
Purchases of treasury stock | 0 | (146.7) |
Tax withholding payments for restricted share vesting | (11.2) | (24.4) |
Finance lease payments | (0.8) | (2.8) |
Debt issuance costs paid | 0 | (7.6) |
Other financing activities | (0.4) | |
Net cash (used in) provided by financing activities | (157.9) | 109.4 |
Net (decrease) increase in cash and cash equivalents | (61) | 43.4 |
Cash and cash equivalents, beginning of period | 77.1 | 34.7 |
Cash and cash equivalents, end of period | $ 16.1 | $ 78.1 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental cash flow information: | ||
Interest paid, net | $ (76.8) | $ (69.7) |
Income taxes paid, net | $ (162.8) | $ (42.6) |
Basis of Presentation and Overv
Basis of Presentation and Overview | 9 Months Ended |
Sep. 30, 2022 | |
Basis of Presentation and Overview | |
Basis of Presentation and Overview | (1) Basis of Presentation and Overview The accompanying Condensed Consolidated Financial Statements (Unaudited) of Black Knight, Inc. (“BKI”) and its subsidiaries (" Black Knight," the "Company," "we," "us" or "our" The preparation of these Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements (Unaudited), as well as the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 25, 2022 and other filings with the SEC. Description of Business We are a premier provider of integrated, innovative, mission-critical, high-performance software solutions, data and analytics to the U.S. mortgage and real estate markets. Our mission is to transform the markets we serve by delivering innovative solutions that are integrated across the homeownership lifecycle and that result in realized efficiencies, reduced risk and new opportunities for our clients to help them achieve greater levels of success. Principles of Consolidation The Condensed Consolidated Financial Statements (Unaudited) include the accounts of BKI, its wholly-owned subsidiaries and non-wholly owned subsidiaries in which we have a controlling financial interest either through voting rights or means other than voting rights. Intercompany transactions and balances have been eliminated in consolidation. Where our ownership interest in a consolidated subsidiary is less than 100%, the noncontrolling interests’ share of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Balance Sheets (Unaudited) as a separate component of equity or within temporary equity. The noncontrolling interests’ share of the net earnings (loss) of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) as an adjustment to our net earnings to arrive at Net earnings attributable to Black Knight. Redeemable Noncontrolling Interests Prior to February 15, 2022, Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) was a non-wholly owned subsidiary and considered a variable interest entity. We were the primary beneficiary of Optimal Blue Holdco through our controlling interest and our rights established in the Second Amended and Restated Limited Liability Company Agreement of Optimal Blue Holdco dated November 24, 2020 (the “OB Holdco LLC Agreement”). As such, we controlled Optimal Blue Holdco and its subsidiaries, and we consolidated its financial position and results of operations. Prior to February 15, 2022, we owned 60% of Optimal Blue Holdco. Redeemable noncontrolling interests primarily represented the collective 40% equity interest in Optimal Blue Holdco owned by Cannae Holdings, LLC ("Cannae") and affiliates of Thomas H. Lee Partners, L.P. ("THL"). As these redeemable noncontrolling interests provided for redemption features not solely within our control, they were presented outside of shareholders' equity. On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their issued and outstanding Class A units of Optimal Blue Holdco through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of Dun & Bradstreet Holdings, Inc. (“DNB”) common stock valued at $722.5 million and $433.5 million in cash. The cash portion of the consideration is included as a financing cash outflow on the Condensed Consolidated Statements of Cash Flows (Unaudited) and was funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. Reporting Segments We conduct our operations through two reporting segments: (1) Software Solutions and (2) Data and Analytics. See further discussion in Note 13 — Segment Information Merger Agreement On May 4, 2022, we entered into a definitive agreement to be acquired by Intercontinental Exchange, Inc. (“ICE”), a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The aggregate cash consideration in the ICE Transaction consists of approximately $10.5 billion and the aggregate stock consideration is valued at approximately $2.6 billion based on ICE’s 10-day volume weighted average price as of May 2, 2022 of $118.09. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing. The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory approvals and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE. On September 21, 2022, we held a special meeting of our shareholders and the ICE Transaction was approved by our shareholders. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act’) and related rules, the ICE Transaction may not be completed until notifications have been given and information furnished to the Antitrust Division of the United States Department of Justice (the “Antitrust Division”) and the United States Federal Trade Commission, (the “FTC”) and all statutory waiting period requirements have been satisfied. Completion of the ICE Transaction is subject to the expiration or earlier termination of the applicable waiting period under the HSR Act. ICE and Black Knight each filed their respective HSR Act notification forms on May 18, 2022. On June 17, 2022, the parties each received a Request for Additional Information and Documentary Material (the “Second Request”) from the FTC with respect to the ICE Transaction. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order. |
Condensed Consolidated Financia
Condensed Consolidated Financial Statement Details | 9 Months Ended |
Sep. 30, 2022 | |
Condensed Consolidated Financial Statement Details. | |
Condensed Consolidated Financial Statement Details | (2) Cash and Cash Equivalents Cash and cash equivalents are unrestricted and include the following (in millions): September 30, 2022 December 31, 2021 Cash $ 16.0 $ 24.0 Cash equivalents 0.1 53.1 Cash and cash equivalents $ 16.1 $ 77.1 Trade Receivables, Net A summary of Trade receivables, net of allowance for credit losses is as follows (in millions): September 30, 2022 December 31, 2021 Trade receivables — billed $ 148.9 $ 147.4 Trade receivables — unbilled 47.2 47.1 Trade receivables 196.1 194.5 Allowance for credit losses (4.3) (2.7) Trade receivables, net $ 191.8 $ 191.8 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in millions): September 30, 2022 December 31, 2021 Prepaid expenses $ 47.1 $ 44.7 Contract assets, net 23.6 23.0 Income tax receivables 7.9 6.5 Other current assets 12.5 8.8 Prepaid expenses and other current assets $ 91.1 $ 83.0 Other Non-Current Assets Other non-current assets consist of the following (in millions): September 30, 2022 December 31, 2021 Contract assets, net $ 111.0 $ 80.2 Property records database 60.6 60.6 Right-of-use assets 26.9 32.9 Deferred compensation plan related assets 23.3 25.2 Contract credits 23.6 23.6 Prepaid expenses 5.2 4.5 Other 2.0 3.3 Other non-current assets $ 252.6 $ 230.3 Trade Accounts Payable and Other Accrued Liabilities Trade accounts payable and other accrued liabilities consist of the following (in millions): September 30, 2022 December 31, 2021 Trade accounts payable $ 12.0 $ 7.9 Lease liabilities, current 9.1 10.8 Other taxes payable and accrued 7.5 4.8 Accrued interest 3.2 12.3 Accrued client liabilities 2.4 3.8 Other 23.6 24.9 Trade accounts payable and accrued liabilities $ 57.8 $ 64.5 Deferred Revenues Revenues recognized related to the amount included in the Deferred revenues balance at the beginning of each year were $18.5 million and $10.3 million during the three months ended September 30, 2022 and 2021, respectively, and $60.0 million and $40.1 million during the nine months ended September 30, 2022 and 2021, respectively. Depreciation and Amortization Depreciation and amortization includes the following (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Other intangible assets $ 36.0 $ 41.7 $ 109.6 $ 119.6 Software 36.0 33.4 107.1 96.7 Property and equipment 9.5 10.1 29.1 30.3 Deferred contract costs 12.0 8.4 31.7 25.2 Total $ 93.5 $ 93.6 $ 277.5 $ 271.8 Other Non-Current Liabilities Other non-current liabilities consist of the following (in millions): September 30, 2022 December 31, 2021 Lease liabilities, non-current $ 18.9 $ 26.4 Deferred compensation plan 20.9 24.4 Unrealized losses on interest rate swaps (Note 7) — 13.9 Other 10.1 14.0 Other non-current liabilities $ 49.9 $ 78.7 A |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Acquisitions | |
Business Acquisitions | (3) 2021 Acquisitions On March 16, 2021, we completed the acquisition of the technology assets and business of NexSpring Financial, LLC (“NexSpring”), which is reported within our Software Solutions segment, to broaden our ability to serve mortgage brokers. On May 17, 2021, we completed the acquisition of 100% of the equity interests in eMBS, Inc. (“eMBS”), a leading data and analytics aggregator for residential mortgage-backed securities, which is reported within our Data & Analytics segment. On July 7, 2021, we completed the acquisition of 100% of the equity interests in TOMN Holdings, Inc. and its subsidiaries (“Top of Mind”), which is reported within our Software Solutions segment. Top of Mind is the developer of Surefire SM During the nine months ended September 30, 2022, we recorded measurement period adjustments related to our 2021 acquisition of Top of Mind that resulted in a net reduction of $0.1 million to Goodwill, primarily related to deferred income taxes for certain book and tax basis differences as we completed the tax return filings for the pre-acquisition period. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2022 | |
Investments in Unconsolidated Affiliates | |
Investments in Unconsolidated Affiliates | (4) Investments in Unconsolidated Affiliates DNB is a leading global provider of business decisioning data and analytics. On January 8, 2021, DNB completed its acquisition of Bisnode Business Information Group AB (the “Bisnode acquisition”). In connection with the Bisnode acquisition, DNB issued 6.2 million shares of common stock, which resulted in a decrease in our ownership interest in DNB from 13.0% to 12.8% at that time. On February 15, 2022, we exchanged 36.4 million shares of DNB common stock and $433.5 million in cash in connection with the acquisition of the remaining Class A units in Optimal Blue Holdco we acquired from Cannae and THL. The number of shares of DNB common stock was valued at $722.5 million based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. We recognized a gain of $305.4 million, net of tax of $102.6 million, related to this transaction. 2022, we own 18.5 million shares of DNB common stock for an ownership interest of approximately 4% of DNB’s outstanding common stock. We hold less than 20% of the outstanding common equity of DNB, but we continue to account for our investment under the equity method because we continue to have significant influence over DNB primarily through a combination of an agreement with certain other DNB investors pursuant to which we agreed to collectively vote together on matters related to the election of DNB directors for a period of three years following the initial public offering of DNB and our investment. On July 28, 2022, DNB declared a quarterly cash dividend of $0.05 per share payable on September 22, 2022 to DNB’s shareholders of record as of September 1, 2022. We received a cash dividend of $0.9 million, which reduced the carrying value of our DNB investment in our Condensed Consolidated Balance Sheets (Unaudited). As of September 30, 2022, DNB’s closing share price was $12.39, and the fair value of our investment in DNB was $228.9 million before tax. Assuming a statutory tax rate of 25.3%, the estimated after-tax value of our investment in DNB was $213.0 million. Summarized consolidated financial information for DNB is presented below (in millions): September 30, 2022 December 31, 2021 Current assets $ 666.6 $ 718.0 Non-current assets 8,763.1 9,279.2 Total assets $ 9,429.7 $ 9,997.2 Current liabilities, including short-term debt $ 936.4 $ 1,004.9 Non-current liabilities 4,905.7 5,247.0 Total liabilities 5,842.1 6,251.9 Total equity 3,587.6 3,745.3 Total liabilities and shareholders' equity $ 9,429.7 $ 9,997.2 Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Revenue $ 556.3 $ 541.9 $ 1,629.6 $ 1,567.3 Income (loss) before provision (benefit) for income taxes and equity in net income of affiliates 5.7 14.7 (34.8) (27.5) Net income (loss) 10.4 18.2 (19.4) (55.9) Net income (loss) attributable to DNB 8.0 16.6 (25.1) (60.1) Equity in earnings of unconsolidated affiliates, net of tax consists of the following (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Equity in earnings (losses) of unconsolidated affiliates, net of tax $ 0.3 $ 1.6 $ (2.1) $ (6.9) Non-cash gain related to DNB's issuance of common stock, net of tax — — — 9.9 Gain related to DNB investment, net of tax — — 305.4 — Equity in earnings of unconsolidated affiliates, net of tax $ 0.3 $ 1.6 $ 303.3 $ 3.0 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share | |
Earnings Per Share | (5) Diluted net earnings per share includes the effect of unvested restricted stock awards, restricted stock unit awards (“RSUs”) and Optimal Blue Holdco profits interests units (“OB PIUs”). The following table sets forth the computation of basic and diluted net earnings per share (in millions, except per share amounts): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Basic: Net earnings attributable to Black Knight $ 30.0 $ 53.4 $ 434.9 $ 147.2 Shares used for basic net earnings per share: Weighted average shares of common stock outstanding 154.5 155.2 154.4 155.4 Basic net earnings per share $ 0.19 $ 0.34 $ 2.82 $ 0.95 Diluted: Net earnings attributable to Black Knight $ 30.0 $ 53.4 $ 434.9 $ 147.2 Shares used for diluted net earnings per share: Weighted average shares of common stock outstanding 154.5 155.2 154.4 155.4 Dilutive effect of unvested restricted shares of common stock and OB PIUs 0.9 1.0 1.1 0.5 Weighted average shares of common stock, diluted 155.4 156.2 155.5 155.9 Diluted net earnings per share $ 0.19 $ 0.34 $ 2.80 $ 0.94 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions | |
Related Party Transactions | (6) Our service arrangements with related parties are priced within the range of prices we offer to third parties. We believe the amounts earned from or charged by us under each of the following arrangements are fair and reasonable. However, the amounts we earned or that were charged under these arrangements were not negotiated at arm's length and may not represent the terms that we might have obtained from an unrelated third party. DNB DNB is considered to be a related party primarily due to the combination of our investment in DNB and our Executive Chairman, who is also the Chief Executive Officer of DNB. Refer to Note 4 — Investments in Unconsolidated Affiliates In June 2021, we entered into a five-year agreement with DNB to provide them with certain products and data over the term of the agreement, as well as professional services, for an aggregate fee of approximately $34 million over the term of the agreement. During the same period, we also entered into an agreement with DNB for access to certain of their data assets for an aggregate fee of approximately $24 million over the term of the agreement. In addition, we will jointly market certain solutions and data. The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Balance Sheets (Unaudited) (in millions): September 30, 2022 December 31, 2021 Receivables from related parties $ 0.1 $ 0.2 Prepaid expenses and other current assets 3.5 2.3 Deferred revenues (current) 6.9 6.2 Deferred revenues (non-current) 0.9 1.4 The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Revenues $ 1.7 $ 1.6 $ 5.7 $ 1.6 Operating expenses 1.2 1.1 3.5 1.1 During the three months ended September 30, 2022, we received a cash dividend of $0.9 million from DNB. Refer to Note 4 – Investments in Unconsolidated Affiliates Trasimene Prior to June 16, 2021, Trasimene Capital Management, LLC ("Trasimene") was considered a related party because the former Chairman of our Board of Directors owns a controlling interest in Trasimene. As of June 16, 2021, our former Chairman retired from our Board of Directors and became our Chairman Emeritus, and Trasimene is no longer considered a related party. During the period January 1, 2021 through June 16, 2021 we recognized $0.5 million in fees paid to Trasimene related to our acquisitions, which are included in Transition and integration costs in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited). |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2022 | |
Long-Term Debt | |
Long-Term Debt | (7) Long-Term Debt Long-term debt consists of the following (in millions): September 30, 2022 December 31, 2021 Term A Loan $ 1,128.4 $ 1,150.0 Revolving Credit Facility 565.6 256.0 Senior Notes 1,000.0 1,000.0 Other 5.0 8.9 Total long-term debt principal 2,699.0 2,414.9 Less: current portion of long-term debt (33.6) (32.5) Long-term debt before debt issuance costs and discount 2,665.4 2,382.4 Less: debt issuance costs and discount (16.8) (19.8) Long-term debt, net of current portion $ 2,648.6 $ 2,362.6 As of September 30, 2022, principal maturities, including payments related to our finance leases, are as follows (in millions): 2022 $ 7.2 2023 33.7 2024 57.5 2025 57.5 2026 1,543.1 Thereafter 1,000.0 Total $ 2,699.0 2021 Credit Agreement On March 10, 2021, our indirect subsidiary Black Knight Infoserv, LLC (“BKIS”) entered into a second amended and restated credit and guaranty agreement (the “2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, the guarantors party thereto and the other agents and lenders party thereto The 2021 Credit Agreement provides for (i) a $1,150.0 million term loan A facility (the “Term A Loan”) and (ii) a $1,000.0 million revolving credit facility (the “Revolving Credit Facility” and, together with the Term A Loan, collectively, the “Facilities”), the proceeds of which were used to repay in full the indebtedness outstanding under the previous term A facility and revolving credit facility. As a result of the refinancing, we recognized $2.5 million of expense during the nine months ended September 30, 2021 in Other expense, net on the Condensed Consolidated Statement of Earnings and Comprehensive Earnings (Unaudited). As of September 30, 2022, the interest rate for the Facilities was based on the Eurodollar rate plus a margin of 150 basis points and was approximately 4.6%. As of September 30, 2022, we had $434.4 million unused capacity on the Revolving Credit Facility, and the unused commitment fee was 20 basis points. The Facilities are guaranteed by BKIS’s wholly-owned domestic restricted subsidiaries, as defined by the 2021 Credit Agreement, and Black Knight Financial Services, LLC, and are secured by associated collateral agreements that pledge a lien on the majority of BKIS’s assets and the assets of the guarantors, in each case, subject to customary exceptions. Senior Notes On August 26, 2020, BKIS completed the issuance and sale of $1.0 billion aggregate principal amount of 3.625% senior unsecured notes due 2028 (the "Senior Notes"). The Senior Notes have a coupon rate of 3.625% and mature on September 1, 2028. Interest is paid semi-annually in arrears on September 1 and March 1 of each year and commenced on March 1, 2021. The obligations under the Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis by the same guarantors that guarantee the 2021 Credit Agreement (collectively, the “Guarantors”). The Senior Notes are effectively subordinated to any obligations that are secured, including obligations under the 2021 Credit Agreement, to the extent of the value of the assets securing those obligations. The Senior Notes are structurally subordinated to all liabilities of BKIS’ subsidiaries that do not guarantee the Senior Notes. Other Debt Other debt includes financing agreements primarily related to certain data processing and maintenance services and finance lease agreements for certain computer equipment. For the nine months ended September 30, 2021, non-cash investing and financing activity was $1.6 million related to the unpaid portion of our finance lease agreements. There was no non-cash investing and financing activity for the nine months ended September 30, 2022. Fair Value of Long-Term Debt The fair values of our Facilities and Senior Notes are based upon established market prices for the securities using Level 2 inputs. The fair value of our Facilities approximates their carrying value as of September 30, 2022. The fair value of our Senior Notes as of September 30, 2022 was $853.9 million compared to its carrying value of $990.8 million, net of original issue discount and debt issuance costs. Interest Rate Swaps We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our floating rate debt. As of September 30, 2022, we had the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions): Effective dates Notional amount Fixed rates April 30, 2018 through April 30, 2023 $ 250.0 2.61 % January 31, 2019 through January 31, 2023 $ 300.0 2.65 % Under the terms of the Swap Agreements, we receive payments based on the 1-month LIBOR (approximately 3.12% as of September 30, 2022). During the nine months ended September 30, 2022, the following interest rate swap agreement expired (in millions): Effective dates Notional amount Fixed rate March 31, 2017 through March 31, 2022 $ 200.0 2.08 % We entered into the Swap Agreements to convert a portion of the interest rate exposure on our floating rate debt from variable to fixed. We designated these Swap Agreements as cash flow hedges. A portion of the amount included in Accumulated other comprehensive loss is reclassified into Interest expense, net as a yield adjustment as interest is either paid or received on the hedged debt. The fair value of our Swap Agreements is based upon Level 2 inputs. We have considered our own credit risk and the credit risk of the counterparties when determining the fair value of our Swap Agreements. It is our policy to execute such instruments with creditworthy banks and not to enter into derivative financial instruments for speculative purposes. We believe our interest rate swap counterparties will be able to fulfill their obligations under our agreements, and we believe we will have debt outstanding through the various expiration dates of the swaps such that the occurrence of future cash flow hedges remains probable. The estimated fair values of our Swap Agreements are as follows (in millions): September 30, 2022 December 31, 2021 Other current assets $ 3.4 $ — Other current liabilities $ — $ 1.0 Other non-current liabilities $ — $ 13.9 A cumulative gain of $3.4 million ($2.5 million net of tax) and cumulative loss of $14.9 million ($11.1 million net of tax) is reflected in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets (Unaudited) as of September 30, 2022 and December 31, 2021, respectively. Below is a summary of the effect of derivative instruments on amounts recognized in Other comprehensive earnings (loss) ("OCE") on the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions): Three months ended September 30, 2022 2021 Amount of loss Amount of loss Amount of gain reclassified from Amount of loss reclassified from recognized Accumulated OCE recognized Accumulated OCE in OCE into Net earnings in OCE into Net earnings Swap agreements $ 1.4 $ 0.4 $ (0.2) $ 4.0 Nine months ended September 30, 2022 2021 Amount of loss Amount of loss Amount of gain reclassified from Amount of gain reclassified from recognized Accumulated OCE recognized Accumulated OCE in OCE into Net earnings in OCE into Net earnings Swap agreements $ 8.0 $ 5.6 $ 0.1 $ 11.9 As of September 30, 2022, the remaining balance in Accumulated other comprehensive loss is expected to be reclassified into Interest expense, net over the remaining term (less than 1 year). |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Measurements | |
Fair Value Measurements | (8) Fair Value of Financial Assets and Liabilities Fair value represents the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair values of financial assets and liabilities are determined using the following fair value hierarchy: ● Level 1 inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access. ● Level 2 inputs to the valuation methodology include: o quoted prices for similar assets or liabilities in active markets; o quoted prices for identical or similar assets or liabilities in inactive markets; o inputs other than quoted prices that are observable for the asset or liability; and o inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. We believe our valuation methods are appropriate and consistent with other market participants. The use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The following table presents our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in millions): September 30, 2022 December 31, 2021 Carrying Fair value Carrying Fair value amount Level 1 Level 2 Level 3 amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents (Note 2) $ 16.1 $ 16.1 $ — $ — $ 77.1 $ 77.1 $ — $ — Interest rate swaps (Note 7) 3.4 — 3.4 — — — — — Liabilities: Interest rate swaps (Note 7) — — — — 14.9 — 14.9 — Contingent consideration 1.2 — — 1.2 4.9 — — 4.9 Redeemable noncontrolling interests 42.8 — — 42.8 1,188.8 — — 1,188.8 The fair value of Redeemable noncontrolling interests and Contingent consideration was primarily determined based on significant estimates and assumptions, including Level 3 inputs. The estimates and assumptions include the projected timing and amount of future cash flows and discount rates reflecting the rate inherent in the future cash flows. Refer to Note 1 — Basis of Presentation and Overview The following table presents a summary of the change in fair value of our Level 3 fair value measurements (in millions): Beginning balance, December 31, 2021 $ 1,193.7 Contingent consideration adjustments related to prior year acquisition (3.7) Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1) (1,156.0) Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco 10.0 Ending balance, September 30, 2022 $ 44.0 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Taxes | |
Income Taxes | (9) Our effective tax rate was 18.0% and 25.5% for the three months ended September 30, 2022 and 2021, respectively, and 11.6% and 20.4% for the nine months ended September 30, 2022 and 2021, respectively. A reconciliation of the federal statutory income rate to our effective income tax rate for each period presented is as follows: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Federal statutory rate 21.0 % 21.0 % 21.0 % 21.0 % State income taxes, net of federal benefit 4.9 4.3 4.8 4.3 Non-deductible executive compensation 2.3 1.4 1.3 1.5 Acquisition of remaining Optimal Blue interests (1) — — (9.3) — Redeemable noncontrolling interests 0.4 2.5 0.2 1.8 Tax credits (13.3) (5.2) (7.6) (5.3) Restricted share vesting (0.5) — (0.4) (4.5) Other 3.2 1.5 1.6 1.6 Effective tax rate 18.0 % 25.5 % 11.6 % 20.4 % (1) Includes the effect of a discrete income tax benefit related to the establishment of a deferred tax asset as a result of our first quarter 2022 reorganization of certain wholly owned subsidiaries within the Optimal Blue partnership investment structure. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies. | |
Commitments and Contingencies | (10) Legal and Regulatory Matters In the ordinary course of business, we are involved in various pending and threatened litigation and regulatory matters related to our operations, some of which include claims for punitive or exemplary damages. Our ordinary course litigation may include class action lawsuits, which make allegations related to various aspects of our business. From time to time, we also receive requests for information from various state and federal regulatory authorities, some of which take the form of civil investigative demands or subpoenas. Some of these regulatory inquiries may result in the assessment of fines for violations of regulations or settlements with such authorities requiring a variety of remedies. We believe that none of these actions depart from customary litigation or regulatory inquiries incidental to our business. We review lawsuits and other legal and regulatory matters (collectively "legal proceedings") on an ongoing basis when making accrual and disclosure decisions. When assessing reasonably possible and probable outcomes, management bases its decision on its assessment of the ultimate outcome assuming all appeals have been exhausted. For legal proceedings where it has been determined that a loss is both probable and reasonably estimable, a liability based on known facts and which represents our best estimate has been recorded. Actual losses may materially differ from the amounts recorded, and the ultimate outcome of our pending cases is generally not yet determinable. While some of these matters could be material to our operating results or cash flows for any particular period if an unfavorable outcome results, at present, we do not believe the ultimate resolution of currently pending legal proceedings, either individually or in the aggregate, will have a material adverse effect on our financial condition. PennyMac Litigation On November 5, 2019, Black Knight Servicing Technologies, LLC (“BKST”), an indirect, wholly-owned subsidiary of Black Knight, filed a Complaint and Demand for Jury Trial (the “Black Knight Complaint”) against PennyMac Loan Services, LLC (“PennyMac”) in the Circuit Court for the Fourth Judicial Circuit in and for Duval County, Florida. The Black Knight Complaint includes causes of action for breach of contract and misappropriation of MSP ® ® ® Shortly after the filing of the Black Knight Complaint, on November 6, 2019, PennyMac filed an Antitrust Complaint (the “PennyMac Complaint”) against Black Knight in the United States District Court for the Central District of California. The PennyMac Complaint included causes of action for alleged monopolization and attempted monopolization under Section 2 of the Sherman Antitrust Act, violation of California’s Cartwright Act, violation of California’s Unfair Competition Law and common law unfair competition under California law. The PennyMac Complaint sought equitable remedies, damages and other monetary relief, including treble and punitive damages. Generally, PennyMac alleged that Black Knight relies on various anticompetitive, unfair and discriminatory practices to maintain and to enhance its dominance in the mortgage servicing platform market and in an attempt to monopolize the platform software applications market. Black Knight moved to dismiss the PennyMac Complaint or have the action transferred to Florida based upon a forum selection clause in the agreement with BKST. On February 13, 2020, the judge granted Black Knight's motion to transfer the case to Florida and denied as moot the motion to dismiss. On April 17, 2020, PennyMac filed a notice of dismissal of this action without prejudice and indicated that they intended to bring the claims raised in the dismissed PennyMac Complaint as defenses, third party claims and/or counterclaims in arbitration. On April 23, 2020, the court entered an order dismissing the action without prejudice and directing that the clerk close the case. On April 28, 2020, PennyMac submitted this matter to the American Arbitration Association ("AAA") for arbitration. The arbitrator was confirmed by the AAA on July 21, 2020. On February 17, 2022 PennyMac filed an amended arbitration demand and Black Knight filed an answering statement on March 2, 2022. The arbitrator set Black Knight's trade secret case for a 10-day final hearing beginning on January 9, 2023 and set PennyMac's antitrust case for a 10-day final hearing beginning on January 23, 2023. As these cases continue to evolve, it is not possible to reasonably estimate the probability that we will ultimately prevail on our lawsuit or be held liable for the violations alleged in the PennyMac Complaint, nor is it possible to reasonably estimate the ultimate gain or loss, if any, or range of gain or loss that could result from these cases. ICE Transaction Litigation Following the announcement of the ICE Transaction, five complaints (the “Complaints”) were filed by purported stockholders of Black Knight against Black Knight and the members of the Black Knight Board of Directors, captioned Ryan O’Dell v. Black Knight Inc., et al., Civil Action No. 1:22-cv-05715 (United States District Court for the Southern District of New York (“S.D.N.Y.”) July 5, 2022), Donald Konrad v. Anthony M. Jabbour et al., Civil Action No. 16-2022-CA-004961 (Circuit Court of the 4 th Quarterly Report on Form 10-Q, all pending Complaints have been voluntarily dismissed and all Demand Letters relating to the ICE Transaction have been voluntarily withdrawn. Indemnifications and Warranties We often agree to indemnify our clients against damages and costs resulting from claims of patent, copyright, trademark infringement or breaches of confidentiality associated with use of our software through software licensing agreements. Historically, we have not made any payments under such indemnifications, but continue to monitor the conditions that are subject to the indemnifications to identify whether a loss has occurred that is both probable and estimable that would require recognition. In addition, we warrant to clients that our software operates substantially in accordance with the software specifications. Historically, no costs have been incurred related to software warranties and none are expected in the future, and as such, no accruals for warranty costs have been made. Indemnification Agreement We are party to a cross-indemnity agreement dated December 22, 2014, with ServiceLink Holdings, LLC ("ServiceLink"). Pursuant to this agreement, ServiceLink indemnifies us from liabilities relating to, arising out of or resulting from the conduct of ServiceLink’s business or any action, suit or proceeding in which we or any of our subsidiaries are named by reason of being a successor to the business of Lender Processing Services, Inc. and the cause of such action, suit or proceeding relates to the business of ServiceLink. In return, we indemnify ServiceLink for liabilities relating to, arising out of, or resulting from the conduct of our business. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2022 | |
Revenues. | |
Revenues | (11) Disaggregation of Revenues The following tables summarize revenues from contracts with clients (in millions): Three months ended September 30, 2022 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 199.9 $ 95.0 $ 294.9 $ 10.0 $ 304.9 Professional services 17.8 13.2 31.0 0.8 31.8 Data solutions — 1.6 1.6 42.4 44.0 Other — 5.2 5.2 0.8 6.0 Revenues $ 217.7 $ 115.0 $ 332.7 $ 54.0 $ 386.7 Three months ended September 30, 2021 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 190.3 $ 93.1 $ 283.4 $ 9.5 $ 292.9 Professional services 20.6 12.5 33.1 0.8 33.9 Data solutions — 0.5 0.5 47.5 48.0 Other — 2.6 2.6 0.6 3.2 Revenues $ 210.9 $ 108.7 $ 319.6 $ 58.4 $ 378.0 Nine months ended September 30, 2022 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 607.2 $ 287.9 $ 895.1 $ 29.2 $ 924.3 Professional services 54.8 38.7 93.5 2.9 96.4 Data solutions — 3.6 3.6 131.4 135.0 Other — 10.6 10.6 2.1 12.7 Revenues $ 662.0 $ 340.8 $ 1,002.8 $ 165.6 $ 1,168.4 Nine months ended September 30, 2021 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 561.8 $ 253.5 $ 815.3 $ 27.5 $ 842.8 Professional services 59.6 36.7 96.3 1.1 97.4 Data solutions — 2.2 2.2 137.8 140.0 Other — 7.0 7.0 1.8 8.8 Revenues $ 621.4 $ 299.4 $ 920.8 $ 168.2 $ 1,089.0 Our Software Solutions segment offers leading software and hosting solutions that facilitate and automate many of the mission-critical business processes across the homeownership lifecycle. These solutions primarily consist of processing and workflow management software applications. Our servicing software solutions primarily include our core servicing software solution that automates loan servicing, including loan setup and ongoing processing, customer service, accounting, reporting to the secondary mortgage market and investors and web-based workflow information systems. Our origination software solutions primarily include our solutions that automate and facilitate the origination of mortgage loans, offer product, pricing and eligibility capabilities and provide an interconnected network allowing the various parties and systems associated with lending transactions to exchange data quickly and efficiently. Professional services consists of pre-implementation and post-implementation support and services and are primarily billed on a time and materials basis. Professional services may also include dedicated teams provided as part of agreements with software and hosting solutions clients. Our Data and Analytics segment offers data and analytics solutions to the mortgage, real estate and capital markets verticals. These solutions include property ownership data, lien data, servicing data, automated valuation models, collateral risk scores, behavioral models, a multiple listing service software solution and other data solutions. Transaction Price Allocated to Future Performance Obligations Our disclosure of transaction price allocated to future performance obligations excludes the following: ● Volume-based fees in excess of contractual minimums and other usage-based fees to the extent they are part of a single performance obligation and meet certain variable allocation criteria; ● Performance obligations that are part of a contract with an original expected duration of one year or less; and ● Transactional fees based on a fixed fee per transaction when we have the right to invoice once we have completed the performance obligation. As of September 30, 2022, the aggregate amount of the transaction price that is allocated to our future performance obligations was approximately $2.4 billion and is expected to be recognized as follows: 7% by December 31, 2022 2024 2026 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity | |
Equity | (12) Share Repurchase Program On February 12, 2020, our Board of Directors approved a three-year share repurchase program authorizing us to repurchase up to 10.0 million shares of our outstanding common stock through February 12, 2023, through open market purchases, negotiated transactions or other means, in accordance with applicable securities laws and other restrictions. During the three months ended September 30, 2021, we repurchased 1.4 million shares of our common stock for an aggregate of $100.0 million at an average price per share of $73.32. During the nine months ended September 30, 2021, we repurchased 2.0 million shares of our common stock for an aggregate of $146.7 million at an average price per share of $73.91. There were no share repurchases during the nine months ended September 30, 2022. As of September 30, 2022, we have 8.0 million shares remaining under our share repurchase authorization. Omnibus Incentive Plan A summary of restricted shares and RSUs granted in 2022 is as follows: Number of shares Grant date fair Vesting period Dates granted value per share (in years) Vesting criteria First quarter (1) 810,201 $ 57.18-57.99 3.0 Service and Performance Second quarter 87,536 $ 66.48-70.91 1.0 - 4.0 Service Third quarter 16,976 $ 64.51 3.0 Service (1) This award is subject to an independent performance target for each of three consecutive 12-month measurement periods. Vesting of each tranche is independent of the satisfaction of the annual performance target for other tranches. Activity related to restricted stock and RSUs in 2022 is as follows: Weighted average grant date Shares fair value Balance, December 31, 2021 1,269,789 $ 70.79 Granted 914,713 $ 58.43 Forfeited (38,726) $ 70.55 Vested (595,519) $ 66.13 Balance, September 30, 2022 1,550,257 $ 65.30 Equity-based compensation expense related to our restricted shares and RSUs was $11.4 million and $7.6 million for the three months ended September 30, 2022 and 2021, respectively, and $30.7 million and $25.7 million for the nine months ended September 30, 2022 and 2021, respectively. Equity-based compensation includes accelerated recognition of $2.9 million for the nine months ended September 30, 2021. These expenses are included in Operating expenses in the Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited). As of September 30, 2022, total unrecognized compensation cost was $72.8 million and is expected to be recognized over a weighted average period of approximately 1.7 years. Profits Interests Units The fair value of OB PIUs is measured using the Black-Scholes model. The OB PIUs vest over three years, with cliff vesting after the third year. If no public offering has been consummated as of the third anniversary of the acquisition of Optimal Blue, LLC, holders of the OB PIUs have an option to put their profits interests to us once per quarter for the twelve months that begins six months after the OB PIU holder’s vesting date, and once per year thereafter. In accordance with terms of the third amended and restated limited liability company agreement of Optimal Blue Holdco, a change in control of Black Knight does not accelerate vesting of the OB PIUs, but triggers certain redemption rights and gives each holder of OB PIUs the right to elect that Optimal Blue Holdco redeem all of the holder’s vested and unvested profits interests for a redemption price determined based on an appraisal process. The units may be settled in cash or Black Knight common stock or a combination of both at our election and will be settled at the current fair value at the time we receive notice of the put election. As the OB PIUs provide for redemption features not solely within our control, we classify the redemption value outside of permanent equity in redeemable noncontrolling interests. The redemption value is equal to the difference in the per unit fair value of the underlying member units and the hurdle amount, based upon the proportionate required service period rendered to date. Equity-based compensation expense related to the OB PIUs was $2.2 million and $6.5 million for the three and nine months ended September 30, 2022, respectively, and $2.3 million and $6.7 million for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, the total unrecognized compensation cost related to non-vested OB PIUs was $10.0 million, which is expected to be recognized over a weighted average period of approximately 1.2 years. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Information | |
Segment Information | (13) Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting Revenues Separate discrete financial information is available for these two segments, and the operating results of each segment are regularly evaluated by the CODM in order to assess performance and allocate resources. We use EBITDA as the primary profitability measure for making decisions regarding ongoing operations. EBITDA is earnings before Interest expense, net, Income tax expense and Depreciation and amortization. It also excludes Equity in earnings of unconsolidated affiliates. We do not allocate Interest expense, net, Other expense, net, Income tax expense, equity-based compensation and certain other items, such as purchase accounting adjustments and acquisition-related costs to the segments, since these items are not considered in evaluating the segments’ overall operating performance. Segment asset information is not included below because we do not use it to evaluate performance or allocate resources. Summarized financial information concerning our segments is shown in the tables below (in millions): Three months ended September 30, 2022 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 332.7 $ 54.0 $ — $ 386.7 Expenses: Operating expenses 153.0 37.1 30.8 (1) 220.9 Transition and integration costs — — 4.1 (2) 4.1 EBITDA 179.7 16.9 (34.9) 161.7 Depreciation and amortization 37.4 3.9 52.2 (3) 93.5 Operating income (loss) 142.3 13.0 (87.1) 68.2 Interest expense, net (26.6) Other expense, net (5.4) Earnings before income taxes and equity in earnings of unconsolidated affiliates 36.2 Income tax expense 6.5 Earnings before equity in earnings of unconsolidated affiliates 29.7 Equity in earnings of unconsolidated affiliates, net of tax 0.3 Net earnings $ 30.0 Three months ended September 30, 2021 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 319.6 $ 58.4 $ — $ 378.0 Expenses: Operating expenses 137.1 37.5 28.4 (1) 203.0 Transition and integration costs — — (1.3) (2) (1.3) EBITDA 182.5 20.9 (27.1) 176.3 Depreciation and amortization 32.5 3.9 57.2 (3) 93.6 Operating income (loss) 150.0 17.0 (84.3) 82.7 Interest expense, net (21.6) Other expense, net (1.1) Earnings before income taxes and equity in earnings of unconsolidated affiliates 60.0 Income tax expense 15.3 Earnings before equity in earnings of unconsolidated affiliates 44.7 Equity in earnings of unconsolidated affiliates, net of tax 1.6 Net earnings 46.3 Net losses attributable to redeemable noncontrolling interests 7.1 Net earnings attributable to Black Knight $ 53.4 Nine months ended September 30, 2022 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 1,002.8 $ 165.6 $ — $ 1,168.4 Expenses: Operating expenses 444.2 112.0 89.4 (1) 645.6 Transition and integration costs — — 19.9 (2) 19.9 EBITDA 558.6 53.6 (109.3) 502.9 Depreciation and amortization 108.4 11.7 157.4 (3) 277.5 Operating income (loss) 450.2 41.9 (266.7) 225.4 Interest expense, net (70.3) Other expense, net (9.0) Earnings before income taxes and equity in earnings of unconsolidated affiliates 146.1 Income tax expense 17.0 Earnings before equity in earnings of unconsolidated affiliates 129.1 Equity in earnings of unconsolidated affiliates, net of tax 303.3 Net earnings 432.4 Net losses attributable to redeemable noncontrolling interests 2.5 Net earnings attributable to Black Knight $ 434.9 Nine months ended September 30, 2021 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 920.8 $ 168.2 $ — $ 1,089.0 Expenses: Operating expenses 392.6 106.8 86.8 (1) 586.2 Transition and integration costs — — 10.9 (2) 10.9 EBITDA 528.2 61.4 (97.7) 491.9 Depreciation and amortization 96.9 11.4 163.5 (3) 271.8 Operating income (loss) 431.3 50.0 (261.2) 220.1 Interest expense, net (62.8) Other expense, net (5.3) Earnings before income taxes and equity in earnings of unconsolidated affiliates 152.0 Income tax expense 31.0 Earnings before equity in earnings of unconsolidated affiliates 121.0 Equity in earnings of unconsolidated affiliates, net of tax 3.0 Net earnings 124.0 Net losses attributable to redeemable noncontrolling interests 23.2 Net earnings attributable to Black Knight $ 147.2 (1) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $13.6 million and $9.8 million for the three months ended September 30, 2022 and 2021, respectively, and $37.8 million and $33.5 million for the nine months ended September 30, 2022 and 2021, respectively. (2) Transition and integration costs primarily consists of costs related to the ICE Transaction and costs associated with acquisitions. (3) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP. |
Basis of Presentation and Ove_2
Basis of Presentation and Overview (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Condensed Consolidated Financial Statement Details | |
Basis of Presentation and Overview | The accompanying Condensed Consolidated Financial Statements (Unaudited) of Black Knight, Inc. (“BKI”) and its subsidiaries (" Black Knight," the "Company," "we," "us" or "our" The preparation of these Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements (Unaudited), as well as the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. This Quarterly Report on Form 10-Q should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 25, 2022 and other filings with the SEC. |
Principles of Consolidation | Principles of Consolidation The Condensed Consolidated Financial Statements (Unaudited) include the accounts of BKI, its wholly-owned subsidiaries and non-wholly owned subsidiaries in which we have a controlling financial interest either through voting rights or means other than voting rights. Intercompany transactions and balances have been eliminated in consolidation. Where our ownership interest in a consolidated subsidiary is less than 100%, the noncontrolling interests’ share of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Balance Sheets (Unaudited) as a separate component of equity or within temporary equity. The noncontrolling interests’ share of the net earnings (loss) of these non-wholly owned subsidiaries is reported in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) as an adjustment to our net earnings to arrive at Net earnings attributable to Black Knight. |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Prior to February 15, 2022, Optimal Blue Holdco, LLC (“Optimal Blue Holdco”) was a non-wholly owned subsidiary and considered a variable interest entity. We were the primary beneficiary of Optimal Blue Holdco through our controlling interest and our rights established in the Second Amended and Restated Limited Liability Company Agreement of Optimal Blue Holdco dated November 24, 2020 (the “OB Holdco LLC Agreement”). As such, we controlled Optimal Blue Holdco and its subsidiaries, and we consolidated its financial position and results of operations. Prior to February 15, 2022, we owned 60% of Optimal Blue Holdco. Redeemable noncontrolling interests primarily represented the collective 40% equity interest in Optimal Blue Holdco owned by Cannae Holdings, LLC ("Cannae") and affiliates of Thomas H. Lee Partners, L.P. ("THL"). As these redeemable noncontrolling interests provided for redemption features not solely within our control, they were presented outside of shareholders' equity. On February 15, 2022, we entered into a purchase agreement with Cannae and THL and acquired all of their issued and outstanding Class A units of Optimal Blue Holdco through Optimal Blue I, LLC (“Optimal Blue I”), a Delaware limited liability company and our wholly-owned subsidiary, in exchange for aggregate consideration of 36.4 million shares of Dun & Bradstreet Holdings, Inc. (“DNB”) common stock valued at $722.5 million and $433.5 million in cash. The cash portion of the consideration is included as a financing cash outflow on the Condensed Consolidated Statements of Cash Flows (Unaudited) and was funded with borrowings under our revolving credit facility. The aggregate consideration of $1.156 billion and number of shares of DNB common stock paid to Cannae and THL was based on the 20-day volume-weighted average trading price of DNB for the period ended on February 14, 2022. |
Reporting Segments | Reporting Segments We conduct our operations through two reporting segments: (1) Software Solutions and (2) Data and Analytics. See further discussion in Note 13 — Segment Information |
Merger Agreement | Merger Agreement On May 4, 2022, we entered into a definitive agreement to be acquired by Intercontinental Exchange, Inc. (“ICE”), a leading global provider of data, technology, and market infrastructure, in a transaction valued at approximately $13.1 billion, or $85 per share, with consideration in the form of a mix of cash (80%) and stock (20%) (the “ICE Transaction”). The aggregate cash consideration in the ICE Transaction consists of approximately $10.5 billion and the aggregate stock consideration is valued at approximately $2.6 billion based on ICE’s 10-day volume weighted average price as of May 2, 2022 of $118.09. Black Knight shareholders can elect to receive either cash or stock, subject to proration, with the value of the cash election and the stock election equalized at closing. The ICE Transaction is expected to close in the first half of 2023, subject to the receipt of regulatory approvals and the satisfaction of customary closing conditions. The ICE Transaction has been approved by the Boards of Directors of Black Knight and ICE. On September 21, 2022, we held a special meeting of our shareholders and the ICE Transaction was approved by our shareholders. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act’) and related rules, the ICE Transaction may not be completed until notifications have been given and information furnished to the Antitrust Division of the United States Department of Justice (the “Antitrust Division”) and the United States Federal Trade Commission, (the “FTC”) and all statutory waiting period requirements have been satisfied. Completion of the ICE Transaction is subject to the expiration or earlier termination of the applicable waiting period under the HSR Act. ICE and Black Knight each filed their respective HSR Act notification forms on May 18, 2022. On June 17, 2022, the parties each received a Request for Additional Information and Documentary Material (the “Second Request”) from the FTC with respect to the ICE Transaction. Accordingly, the HSR waiting period will expire 30 days after ICE and Black Knight each certify their substantial compliance with the Second Request, unless earlier terminated by the FTC or extended by agreement of the parties or court order. |
Condensed Consolidated Financ_2
Condensed Consolidated Financial Statement Details (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Condensed Consolidated Financial Statement Details | |
Schedule of Cash and Cash Equivalents | Cash and cash equivalents are unrestricted and include the following (in millions): September 30, 2022 December 31, 2021 Cash $ 16.0 $ 24.0 Cash equivalents 0.1 53.1 Cash and cash equivalents $ 16.1 $ 77.1 |
Schedule of Trade Receivables, Net | A summary of Trade receivables, net of allowance for credit losses is as follows (in millions): September 30, 2022 December 31, 2021 Trade receivables — billed $ 148.9 $ 147.4 Trade receivables — unbilled 47.2 47.1 Trade receivables 196.1 194.5 Allowance for credit losses (4.3) (2.7) Trade receivables, net $ 191.8 $ 191.8 |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in millions): September 30, 2022 December 31, 2021 Prepaid expenses $ 47.1 $ 44.7 Contract assets, net 23.6 23.0 Income tax receivables 7.9 6.5 Other current assets 12.5 8.8 Prepaid expenses and other current assets $ 91.1 $ 83.0 |
Other Non-Current Assets | Other non-current assets consist of the following (in millions): September 30, 2022 December 31, 2021 Contract assets, net $ 111.0 $ 80.2 Property records database 60.6 60.6 Right-of-use assets 26.9 32.9 Deferred compensation plan related assets 23.3 25.2 Contract credits 23.6 23.6 Prepaid expenses 5.2 4.5 Other 2.0 3.3 Other non-current assets $ 252.6 $ 230.3 |
Trade Accounts Payable and Other Accrued Liabilities | Trade accounts payable and other accrued liabilities consist of the following (in millions): September 30, 2022 December 31, 2021 Trade accounts payable $ 12.0 $ 7.9 Lease liabilities, current 9.1 10.8 Other taxes payable and accrued 7.5 4.8 Accrued interest 3.2 12.3 Accrued client liabilities 2.4 3.8 Other 23.6 24.9 Trade accounts payable and accrued liabilities $ 57.8 $ 64.5 |
Schedule of Depreciation and Amortization | Depreciation and amortization includes the following (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Other intangible assets $ 36.0 $ 41.7 $ 109.6 $ 119.6 Software 36.0 33.4 107.1 96.7 Property and equipment 9.5 10.1 29.1 30.3 Deferred contract costs 12.0 8.4 31.7 25.2 Total $ 93.5 $ 93.6 $ 277.5 $ 271.8 |
Schedule of other non-current liabilities | Other non-current liabilities consist of the following (in millions): September 30, 2022 December 31, 2021 Lease liabilities, non-current $ 18.9 $ 26.4 Deferred compensation plan 20.9 24.4 Unrealized losses on interest rate swaps (Note 7) — 13.9 Other 10.1 14.0 Other non-current liabilities $ 49.9 $ 78.7 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Investments in Unconsolidated Affiliates | |
Unconsolidated VIEs | Summarized consolidated financial information for DNB is presented below (in millions): September 30, 2022 December 31, 2021 Current assets $ 666.6 $ 718.0 Non-current assets 8,763.1 9,279.2 Total assets $ 9,429.7 $ 9,997.2 Current liabilities, including short-term debt $ 936.4 $ 1,004.9 Non-current liabilities 4,905.7 5,247.0 Total liabilities 5,842.1 6,251.9 Total equity 3,587.6 3,745.3 Total liabilities and shareholders' equity $ 9,429.7 $ 9,997.2 Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Revenue $ 556.3 $ 541.9 $ 1,629.6 $ 1,567.3 Income (loss) before provision (benefit) for income taxes and equity in net income of affiliates 5.7 14.7 (34.8) (27.5) Net income (loss) 10.4 18.2 (19.4) (55.9) Net income (loss) attributable to DNB 8.0 16.6 (25.1) (60.1) |
Equity in earnings of unconsolidated affiliates | Equity in earnings of unconsolidated affiliates, net of tax consists of the following (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Equity in earnings (losses) of unconsolidated affiliates, net of tax $ 0.3 $ 1.6 $ (2.1) $ (6.9) Non-cash gain related to DNB's issuance of common stock, net of tax — — — 9.9 Gain related to DNB investment, net of tax — — 305.4 — Equity in earnings of unconsolidated affiliates, net of tax $ 0.3 $ 1.6 $ 303.3 $ 3.0 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share | |
Schedule of Basic and Diluted Earnings Per Share | Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Basic: Net earnings attributable to Black Knight $ 30.0 $ 53.4 $ 434.9 $ 147.2 Shares used for basic net earnings per share: Weighted average shares of common stock outstanding 154.5 155.2 154.4 155.4 Basic net earnings per share $ 0.19 $ 0.34 $ 2.82 $ 0.95 Diluted: Net earnings attributable to Black Knight $ 30.0 $ 53.4 $ 434.9 $ 147.2 Shares used for diluted net earnings per share: Weighted average shares of common stock outstanding 154.5 155.2 154.4 155.4 Dilutive effect of unvested restricted shares of common stock and OB PIUs 0.9 1.0 1.1 0.5 Weighted average shares of common stock, diluted 155.4 156.2 155.5 155.9 Diluted net earnings per share $ 0.19 $ 0.34 $ 2.80 $ 0.94 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions | |
Summary of balances, revenues and expenses related to the agreements | The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Balance Sheets (Unaudited) (in millions): September 30, 2022 December 31, 2021 Receivables from related parties $ 0.1 $ 0.2 Prepaid expenses and other current assets 3.5 2.3 Deferred revenues (current) 6.9 6.2 Deferred revenues (non-current) 0.9 1.4 The following is a summary of amounts related to agreements with DNB included in our Condensed Consolidated Statements of Earnings and Comprehensive Earnings (Unaudited) (in millions): Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Revenues $ 1.7 $ 1.6 $ 5.7 $ 1.6 Operating expenses 1.2 1.1 3.5 1.1 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Long-Term Debt | |
Schedule of Long-term Debt | Long-term debt consists of the following (in millions): September 30, 2022 December 31, 2021 Term A Loan $ 1,128.4 $ 1,150.0 Revolving Credit Facility 565.6 256.0 Senior Notes 1,000.0 1,000.0 Other 5.0 8.9 Total long-term debt principal 2,699.0 2,414.9 Less: current portion of long-term debt (33.6) (32.5) Long-term debt before debt issuance costs and discount 2,665.4 2,382.4 Less: debt issuance costs and discount (16.8) (19.8) Long-term debt, net of current portion $ 2,648.6 $ 2,362.6 |
Schedule of Maturities of Long-term Debt | As of September 30, 2022, principal maturities, including payments related to our finance leases, are as follows (in millions): 2022 $ 7.2 2023 33.7 2024 57.5 2025 57.5 2026 1,543.1 Thereafter 1,000.0 Total $ 2,699.0 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | We enter into interest rate swap agreements to hedge forecasted monthly interest rate payments on our floating rate debt. As of September 30, 2022, we had the following interest rate swap agreements (collectively, the "Swap Agreements") (in millions): Effective dates Notional amount Fixed rates April 30, 2018 through April 30, 2023 $ 250.0 2.61 % January 31, 2019 through January 31, 2023 $ 300.0 2.65 % Effective dates Notional amount Fixed rate March 31, 2017 through March 31, 2022 $ 200.0 2.08 % The estimated fair values of our Swap Agreements are as follows (in millions): September 30, 2022 December 31, 2021 Other current assets $ 3.4 $ — Other current liabilities $ — $ 1.0 Other non-current liabilities $ — $ 13.9 |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | Three months ended September 30, 2022 2021 Amount of loss Amount of loss Amount of gain reclassified from Amount of loss reclassified from recognized Accumulated OCE recognized Accumulated OCE in OCE into Net earnings in OCE into Net earnings Swap agreements $ 1.4 $ 0.4 $ (0.2) $ 4.0 Nine months ended September 30, 2022 2021 Amount of loss Amount of loss Amount of gain reclassified from Amount of gain reclassified from recognized Accumulated OCE recognized Accumulated OCE in OCE into Net earnings in OCE into Net earnings Swap agreements $ 8.0 $ 5.6 $ 0.1 $ 11.9 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Measurements | |
Fair Value Measurements | The following table presents our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (in millions): September 30, 2022 December 31, 2021 Carrying Fair value Carrying Fair value amount Level 1 Level 2 Level 3 amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents (Note 2) $ 16.1 $ 16.1 $ — $ — $ 77.1 $ 77.1 $ — $ — Interest rate swaps (Note 7) 3.4 — 3.4 — — — — — Liabilities: Interest rate swaps (Note 7) — — — — 14.9 — 14.9 — Contingent consideration 1.2 — — 1.2 4.9 — — 4.9 Redeemable noncontrolling interests 42.8 — — 42.8 1,188.8 — — 1,188.8 |
Change in Fair Value of Contingent Consideration | The following table presents a summary of the change in fair value of our Level 3 fair value measurements (in millions): Beginning balance, December 31, 2021 $ 1,193.7 Contingent consideration adjustments related to prior year acquisition (3.7) Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1) (1,156.0) Fair value adjustment to redeemable noncontrolling interests in Optimal Blue Holdco 10.0 Ending balance, September 30, 2022 $ 44.0 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Income Taxes | |
Reconciliation of the Effective Tax Rate | Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Federal statutory rate 21.0 % 21.0 % 21.0 % 21.0 % State income taxes, net of federal benefit 4.9 4.3 4.8 4.3 Non-deductible executive compensation 2.3 1.4 1.3 1.5 Acquisition of remaining Optimal Blue interests (1) — — (9.3) — Redeemable noncontrolling interests 0.4 2.5 0.2 1.8 Tax credits (13.3) (5.2) (7.6) (5.3) Restricted share vesting (0.5) — (0.4) (4.5) Other 3.2 1.5 1.6 1.6 Effective tax rate 18.0 % 25.5 % 11.6 % 20.4 % |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenues. | |
Disaggregation of Revenue | The following tables summarize revenues from contracts with clients (in millions): Three months ended September 30, 2022 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 199.9 $ 95.0 $ 294.9 $ 10.0 $ 304.9 Professional services 17.8 13.2 31.0 0.8 31.8 Data solutions — 1.6 1.6 42.4 44.0 Other — 5.2 5.2 0.8 6.0 Revenues $ 217.7 $ 115.0 $ 332.7 $ 54.0 $ 386.7 Three months ended September 30, 2021 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 190.3 $ 93.1 $ 283.4 $ 9.5 $ 292.9 Professional services 20.6 12.5 33.1 0.8 33.9 Data solutions — 0.5 0.5 47.5 48.0 Other — 2.6 2.6 0.6 3.2 Revenues $ 210.9 $ 108.7 $ 319.6 $ 58.4 $ 378.0 Nine months ended September 30, 2022 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 607.2 $ 287.9 $ 895.1 $ 29.2 $ 924.3 Professional services 54.8 38.7 93.5 2.9 96.4 Data solutions — 3.6 3.6 131.4 135.0 Other — 10.6 10.6 2.1 12.7 Revenues $ 662.0 $ 340.8 $ 1,002.8 $ 165.6 $ 1,168.4 Nine months ended September 30, 2021 Servicing Origination Software Data and Software Software Solutions Analytics Total Software solutions $ 561.8 $ 253.5 $ 815.3 $ 27.5 $ 842.8 Professional services 59.6 36.7 96.3 1.1 97.4 Data solutions — 2.2 2.2 137.8 140.0 Other — 7.0 7.0 1.8 8.8 Revenues $ 621.4 $ 299.4 $ 920.8 $ 168.2 $ 1,089.0 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity | |
Schedule of Restricted Stock Activity | A summary of restricted shares and RSUs granted in 2022 is as follows: Number of shares Grant date fair Vesting period Dates granted value per share (in years) Vesting criteria First quarter (1) 810,201 $ 57.18-57.99 3.0 Service and Performance Second quarter 87,536 $ 66.48-70.91 1.0 - 4.0 Service Third quarter 16,976 $ 64.51 3.0 Service (1) This award is subject to an independent performance target for each of three consecutive 12-month measurement periods. Vesting of each tranche is independent of the satisfaction of the annual performance target for other tranches. Activity related to restricted stock and RSUs in 2022 is as follows: Weighted average grant date Shares fair value Balance, December 31, 2021 1,269,789 $ 70.79 Granted 914,713 $ 58.43 Forfeited (38,726) $ 70.55 Vested (595,519) $ 66.13 Balance, September 30, 2022 1,550,257 $ 65.30 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Information | |
Schedule of Summarized Segment Financial Information | Summarized financial information concerning our segments is shown in the tables below (in millions): Three months ended September 30, 2022 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 332.7 $ 54.0 $ — $ 386.7 Expenses: Operating expenses 153.0 37.1 30.8 (1) 220.9 Transition and integration costs — — 4.1 (2) 4.1 EBITDA 179.7 16.9 (34.9) 161.7 Depreciation and amortization 37.4 3.9 52.2 (3) 93.5 Operating income (loss) 142.3 13.0 (87.1) 68.2 Interest expense, net (26.6) Other expense, net (5.4) Earnings before income taxes and equity in earnings of unconsolidated affiliates 36.2 Income tax expense 6.5 Earnings before equity in earnings of unconsolidated affiliates 29.7 Equity in earnings of unconsolidated affiliates, net of tax 0.3 Net earnings $ 30.0 Three months ended September 30, 2021 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 319.6 $ 58.4 $ — $ 378.0 Expenses: Operating expenses 137.1 37.5 28.4 (1) 203.0 Transition and integration costs — — (1.3) (2) (1.3) EBITDA 182.5 20.9 (27.1) 176.3 Depreciation and amortization 32.5 3.9 57.2 (3) 93.6 Operating income (loss) 150.0 17.0 (84.3) 82.7 Interest expense, net (21.6) Other expense, net (1.1) Earnings before income taxes and equity in earnings of unconsolidated affiliates 60.0 Income tax expense 15.3 Earnings before equity in earnings of unconsolidated affiliates 44.7 Equity in earnings of unconsolidated affiliates, net of tax 1.6 Net earnings 46.3 Net losses attributable to redeemable noncontrolling interests 7.1 Net earnings attributable to Black Knight $ 53.4 Nine months ended September 30, 2022 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 1,002.8 $ 165.6 $ — $ 1,168.4 Expenses: Operating expenses 444.2 112.0 89.4 (1) 645.6 Transition and integration costs — — 19.9 (2) 19.9 EBITDA 558.6 53.6 (109.3) 502.9 Depreciation and amortization 108.4 11.7 157.4 (3) 277.5 Operating income (loss) 450.2 41.9 (266.7) 225.4 Interest expense, net (70.3) Other expense, net (9.0) Earnings before income taxes and equity in earnings of unconsolidated affiliates 146.1 Income tax expense 17.0 Earnings before equity in earnings of unconsolidated affiliates 129.1 Equity in earnings of unconsolidated affiliates, net of tax 303.3 Net earnings 432.4 Net losses attributable to redeemable noncontrolling interests 2.5 Net earnings attributable to Black Knight $ 434.9 Nine months ended September 30, 2021 Software Data and Corporate and Solutions Analytics Other Total Revenues $ 920.8 $ 168.2 $ — $ 1,089.0 Expenses: Operating expenses 392.6 106.8 86.8 (1) 586.2 Transition and integration costs — — 10.9 (2) 10.9 EBITDA 528.2 61.4 (97.7) 491.9 Depreciation and amortization 96.9 11.4 163.5 (3) 271.8 Operating income (loss) 431.3 50.0 (261.2) 220.1 Interest expense, net (62.8) Other expense, net (5.3) Earnings before income taxes and equity in earnings of unconsolidated affiliates 152.0 Income tax expense 31.0 Earnings before equity in earnings of unconsolidated affiliates 121.0 Equity in earnings of unconsolidated affiliates, net of tax 3.0 Net earnings 124.0 Net losses attributable to redeemable noncontrolling interests 23.2 Net earnings attributable to Black Knight $ 147.2 (1) Operating expenses for Corporate and Other includes equity-based compensation, including certain related payroll taxes, of $13.6 million and $9.8 million for the three months ended September 30, 2022 and 2021, respectively, and $37.8 million and $33.5 million for the nine months ended September 30, 2022 and 2021, respectively. (2) Transition and integration costs primarily consists of costs related to the ICE Transaction and costs associated with acquisitions. (3) Depreciation and amortization for Corporate and Other primarily represents net incremental depreciation and amortization adjustments associated with the application of purchase accounting recorded in accordance with GAAP. |
Basis of Presentation and Ove_3
Basis of Presentation and Overview - Redeemable Noncontrolling Interests (Details) - USD ($) shares in Millions, $ in Millions | Feb. 15, 2022 | Sep. 30, 2022 | Feb. 14, 2022 |
Optimal Blue Holdco, LLC | |||
Noncontrolling Interest [Line Items] | |||
Noncontrolling ownership interest in consolidated subsidiary (as a percent) | 60% | ||
Equity Method Investments, Number of Shares Sold | 36.4 | ||
Equity Method Investments, Fair Value Disclosure | $ 722.5 | ||
Optimal Blue Holdco, LLC | |||
Noncontrolling Interest [Line Items] | |||
Equity Method Investments, Number of Shares Sold | 36.4 | ||
Equity Method Investments, Fair Value Disclosure | $ 722.5 | ||
Total purchase price consideration | 1,156 | ||
Cash paid | $ 433.5 | ||
Equity interest owned (as a percent) | 100% | ||
Cannae Holdings, LLC and Thomas H. Lee Partners, LP | Optimal Blue Holdco, LLC | |||
Noncontrolling Interest [Line Items] | |||
Noncontrolling ownership interest in consolidated subsidiary (as a percent) | 40% |
Basis of Presentation and Ove_4
Basis of Presentation and Overview (Details) | 9 Months Ended |
Sep. 30, 2022 segment | |
Basis of Presentation and Overview | |
Number of segments | 2 |
Basis of Presentation and Ove_5
Basis of Presentation and Overview - Merger Agreement (Details) - Intercontinental Exchange Inc [Member] - Black Knight Inc [Member] $ / shares in Units, $ in Billions | May 04, 2022 USD ($) $ / shares |
Business Acquisition [Line Items] | |
Total purchase price consideration | $ 13.1 |
Share price (in USD per share) | $ / shares | $ 85 |
Percent of transaction consisting of cash | 80% |
Percent of transaction consisting of stock | 20% |
Cash paid | $ 10.5 |
Value of stock consideration | $ 2.6 |
10-day volume weighted average share price | $ / shares | $ 118.09 |
Condensed Consolidated Financ_3
Condensed Consolidated Financial Statement Details - Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Financial Statement Details | ||
Cash | $ 16 | $ 24 |
Cash equivalents | 0.1 | 53.1 |
Cash and cash equivalents | $ 16.1 | $ 77.1 |
Condensed Consolidated Financ_4
Condensed Consolidated Financial Statement Details - Trade Receivables, Net (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables | $ 196.1 | $ 194.5 |
Allowance for credit losses | (4.3) | (2.7) |
Trade receivables, net | 191.8 | 191.8 |
Trade receivables - billed | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables | 148.9 | 147.4 |
Trade receivables - unbilled | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables | $ 47.2 | $ 47.1 |
Condensed Consolidated Financ_5
Condensed Consolidated Financial Statement Details - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Financial Statement Details | ||
Prepaid expenses | $ 47.1 | $ 44.7 |
Contract assets, net | 23.6 | 23 |
Income tax receivables | 7.9 | 6.5 |
Other current assets | 12.5 | 8.8 |
Prepaid expenses and other current assets | $ 91.1 | $ 83 |
Condensed Consolidated Financ_6
Condensed Consolidated Financial Statement Details - Other Non-Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Financial Statement Details. | ||
Contract assets, net | $ 111 | $ 80.2 |
Property records database | 60.6 | 60.6 |
Right-of-use assets | 26.9 | 32.9 |
Deferred compensation plan related assets | 23.3 | 25.2 |
Contract credits | 23.6 | 23.6 |
Prepaid expenses | 5.2 | 4.5 |
Other | 2 | 3.3 |
Other non-current assets | $ 252.6 | $ 230.3 |
Condensed Consolidated Financ_7
Condensed Consolidated Financial Statement Details - Trade Accounts Payable and Other Accrued Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Financial Statement Details | ||
Trade accounts payable | $ 12 | $ 7.9 |
Lease liabilities, current | 9.1 | 10.8 |
Other taxes payable and accrued | 7.5 | 4.8 |
Accrued interest | 3.2 | 12.3 |
Accrued client liabilities | 2.4 | 3.8 |
Other | 23.6 | 24.9 |
Trade accounts payable and accrued liabilities | $ 57.8 | $ 64.5 |
Condensed Consolidated Financ_8
Condensed Consolidated Financial Statement Details - Deferred Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Condensed Consolidated Financial Statement Details | ||||
Deferred revenue, amount recognized | $ 18.5 | $ 10.3 | $ 60 | $ 40.1 |
Condensed Consolidated Financ_9
Condensed Consolidated Financial Statement Details - Depreciation and Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Depreciation and Amortization Expense [Line Items] | ||||
Deferred contract costs | $ 12 | $ 8.4 | $ 31.7 | $ 25.2 |
Depreciation and amortization | 93.5 | 93.6 | 277.5 | 271.8 |
Other Intangible Assets | ||||
Schedule of Depreciation and Amortization Expense [Line Items] | ||||
Depreciation and amortization | 36 | 41.7 | 109.6 | 119.6 |
Computer software | ||||
Schedule of Depreciation and Amortization Expense [Line Items] | ||||
Depreciation and amortization | 36 | 33.4 | 107.1 | 96.7 |
Property and equipment | ||||
Schedule of Depreciation and Amortization Expense [Line Items] | ||||
Depreciation and amortization | $ 9.5 | $ 10.1 | $ 29.1 | $ 30.3 |
Condensed Consolidated Finan_10
Condensed Consolidated Financial Statement Details - Other Non-Current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Financial Statement Details | ||
Lease liabilities, non-current | $ 18.9 | $ 26.4 |
Deferred compensation plan | 20.9 | 24.4 |
Unrealized losses on interest rate swaps (Note 7) | 13.9 | |
Other | 10.1 | 14 |
Other non-current liabilities | $ 49.9 | $ 78.7 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2022 | Jul. 07, 2021 | May 17, 2021 | |
Business Acquisition [Line Items] | |||
Measurement period adjustment to Goodwill | $ 0.1 | ||
eMBS | |||
Business Acquisition [Line Items] | |||
Equity interest acquired (percent) | 100% | ||
Top of Mind | |||
Business Acquisition [Line Items] | |||
Equity interest acquired (percent) | 100% |
Investments in Unconsolidated_3
Investments in Unconsolidated Affiliates - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||||||
Sep. 22, 2022 | Feb. 15, 2022 | Feb. 14, 2022 | Jan. 08, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jan. 07, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Effective tax rate | 18% | 25.50% | 11.60% | 20.40% | |||||
Optimal Blue Holdco, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Payments to acquire interest in affiliate | $ 433.5 | ||||||||
Fair value of investment | $ 722.5 | ||||||||
Equity Method Investments, Number of Shares Sold | 36.4 | ||||||||
D&B Investment | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Shares owned | 18.5 | 18.5 | |||||||
Equity Method Investment, Realized Gain (Loss) on Disposal, Tax | $ 102.6 | ||||||||
D&B Investment | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest (percent) | 4% | 4% | |||||||
Share price (in USD per share) | $ 12.39 | $ 12.39 | |||||||
Fair value of investment | $ 228.9 | $ 228.9 | |||||||
Effective tax rate | 25.30% | ||||||||
Estimated after-tax value of investment | $ 213 | $ 213 | |||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ 305.4 | $ 305.4 | |||||||
Amount of cash dividend | $ 0.9 | ||||||||
Cash dividend | $ 0.05 | ||||||||
D&B Investment | Maximum | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest (percent) | 20% | 20% | |||||||
D&B Investment | Bisnode Business Information Group AB | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Issuance of common stock (in shares) | 6.2 | ||||||||
Ownership interest (percent) | 12.80% | 13% |
Investments in Unconsolidated_4
Investments in Unconsolidated Affiliates - Summarized Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Variable Interest Entity [Line Items] | ||||||||
Current assets | $ 299.1 | $ 299.1 | $ 352.1 | |||||
Total assets | 5,838 | 5,838 | 6,350.9 | |||||
Current liabilities, including short-term debt | 260.8 | 260.8 | 264.8 | |||||
Total liabilities | 3,246.1 | 3,246.1 | 3,071.7 | |||||
Total shareholders' equity | 2,549.1 | $ 2,253 | 2,549.1 | $ 2,253 | $ 2,500.1 | 2,090.4 | $ 2,664.2 | $ 2,627.7 |
Total liabilities, redeemable noncontrolling interests and shareholders' equity | 5,838 | 5,838 | 6,350.9 | |||||
Revenues | 386.7 | 378 | 1,168.4 | 1,089 | ||||
Income (loss) before provision for income taxes and equity in net income of affiliates | 36.2 | 60 | 146.1 | 152 | ||||
Net income (loss) | 30 | 46.3 | 432.4 | 124 | ||||
Net income (loss) attributable to DNB | 30 | 53.4 | 434.9 | 147.2 | ||||
Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||
Variable Interest Entity [Line Items] | ||||||||
Current assets | 666.6 | 666.6 | 718 | |||||
Non-current assets | 8,763.1 | 8,763.1 | 9,279.2 | |||||
Total assets | 9,429.7 | 9,429.7 | 9,997.2 | |||||
Current liabilities, including short-term debt | 936.4 | 936.4 | 1,004.9 | |||||
Non-current liabilities | 4,905.7 | 4,905.7 | 5,247 | |||||
Total liabilities | 5,842.1 | 5,842.1 | 6,251.9 | |||||
Total shareholders' equity | 3,587.6 | 3,587.6 | 3,745.3 | |||||
Total liabilities, redeemable noncontrolling interests and shareholders' equity | 9,429.7 | 9,429.7 | $ 9,997.2 | |||||
Revenues | 556.3 | 541.9 | 1,629.6 | 1,567.3 | ||||
Income (loss) before provision for income taxes and equity in net income of affiliates | 5.7 | 14.7 | (34.8) | (27.5) | ||||
Net income (loss) | 10.4 | 18.2 | (19.4) | (55.9) | ||||
Net income (loss) attributable to DNB | $ 8 | $ 16.6 | $ (25.1) | $ (60.1) |
Investments in Unconsolidated_5
Investments in Unconsolidated Affiliates - Earnings of Unconsolidated Entities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 15, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||||
Non-cash gain related to DNB's issuance of common stock, net of tax | $ 9.9 | ||||
Equity in earnings (losses) of unconsolidated affiliates, net of tax | $ 0.3 | $ 1.6 | $ 303.3 | 3 | |
D&B Investment | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Gain related to DNB investment, net of tax | $ 305.4 | 305.4 | |||
Equity in earnings (losses) of unconsolidated affiliates, net of tax | 0.3 | 1.6 | 303.3 | 3 | |
D&B Investment | Prior to change in accounting policy | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity in earnings (losses) of unconsolidated affiliates, net of tax | $ 0.3 | $ 1.6 | $ (2.1) | $ (6.9) |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Basic: | ||||
Net earnings attributable to Black Knight | $ 30 | $ 53.4 | $ 434.9 | $ 147.2 |
Shares used for basic net earnings per share: | ||||
Weighted average shares of common stock outstanding | 154.5 | 155.2 | 154.4 | 155.4 |
Basic net earnings per share (in dollars per share) | $ 0.19 | $ 0.34 | $ 2.82 | $ 0.95 |
Diluted: | ||||
Net earnings attributable to Black Knight | $ 30 | $ 53.4 | $ 434.9 | $ 147.2 |
Shares used for diluted net earnings per share: | ||||
Weighted average shares of common stock outstanding | 154.5 | 155.2 | 154.4 | 155.4 |
Dilutive effect of unvested restricted shares of common stock and OB PIUs | 0.9 | 1 | 1.1 | 0.5 |
Weighted average shares of common stock, diluted | 155.4 | 156.2 | 155.5 | 155.9 |
Diluted net earnings per share (in dollars per share) | $ 0.19 | $ 0.34 | $ 2.80 | $ 0.94 |
Related Party Transactions - DN
Related Party Transactions - DNB (Details) - DNB $ in Millions | Jun. 30, 2021 USD ($) |
Related Party Transaction [Line Items] | |
Agreement term | 5 years |
Products And Data [Member] | |
Related Party Transaction [Line Items] | |
Amount of agreement | $ 34 |
Access to Certain Data Assets [Member] | |
Related Party Transaction [Line Items] | |
Amount of agreement | $ 24 |
Related Party Transactions - Su
Related Party Transactions - Summary of Balances Related to Agreements (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Prepaid expenses and other current assets | $ 91.1 | $ 83 |
Deferred revenues (current) | 65.3 | 64.6 |
Deferred revenues (non-current) | 53.9 | 81.5 |
DNB | ||
Related Party Transaction [Line Items] | ||
Receivables from related parties | 0.1 | 0.2 |
Prepaid expenses and other current assets | 3.5 | 2.3 |
Deferred revenues (current) | 6.9 | 6.2 |
Deferred revenues (non-current) | $ 0.9 | $ 1.4 |
Related Party Transactions - _2
Related Party Transactions - Summary of Revenues and Expenses Related to Agreements (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Related Party Transaction [Line Items] | ||||
Operating expenses | $ 318.5 | $ 295.3 | $ 943 | $ 868.9 |
DNB | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 1.7 | 1.6 | 5.7 | 1.6 |
Operating expenses | 1.2 | $ 1.1 | $ 3.5 | $ 1.1 |
Amount of cash dividend | $ 0.9 |
Related Party Transactions - Tr
Related Party Transactions - Trasimene (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021 USD ($) | |
Trasimene Capital Management, LLC | |
Related Party Transaction [Line Items] | |
Acquisition-related transaction costs | $ 0.5 |
Long-Term Debt - Long-term Debt
Long-Term Debt - Long-term Debt Components (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total long-term debt principal | $ 2,699 | $ 2,414.9 |
Less: current portion of long-term debt | (33.6) | (32.5) |
Long-term debt before debt issuance costs and discount | 2,665.4 | 2,382.4 |
Less: debt issuance costs and discount | (16.8) | (19.8) |
Long-term debt, net of current portion | 2,648.6 | 2,362.6 |
Other Debt | ||
Debt Instrument [Line Items] | ||
Total long-term debt principal | 5 | 8.9 |
Term Loan | Term A Loan | ||
Debt Instrument [Line Items] | ||
Total long-term debt principal | 1,128.4 | 1,150 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total long-term debt principal | 565.6 | 256 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Total long-term debt principal | $ 1,000 | $ 1,000 |
Long-Term Debt - Principal Matu
Long-Term Debt - Principal Maturities of Debt (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Maturities of Long-term Debt [Abstract] | ||
2022 | $ 7.2 | |
2023 | 33.7 | |
2024 | 57.5 | |
2025 | 57.5 | |
2026 | 1,543.1 | |
Thereafter | 1,000 | |
Total | $ 2,699 | $ 2,414.9 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Mar. 10, 2021 | |
Debt Instrument [Line Items] | |||
Debt Refinancing Costs | $ 2.5 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Amount unused on the Revolving Credit Facility | $ 434.4 | ||
Amended and Restated Credit Agreement | Term A Loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 1,150 | ||
Amended and Restated Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 1,000 | ||
Term Loan and Revolving Credit Facility [Member] | Amended and Restated Credit Agreement | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee (as a percent) | 20% | ||
Term Loan and Revolving Credit Facility [Member] | Amended and Restated Credit Agreement | Eurodollar | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 1.50% | ||
Term Loan | Amended and Restated Credit Agreement | |||
Debt Instrument [Line Items] | |||
Term loans, interest rate at period end (as a percent) | 4.60% |
Long-Term Debt - Senior Notes (
Long-Term Debt - Senior Notes (Details) - Senior Notes $ in Billions | Aug. 26, 2020 USD ($) |
Debt Instrument [Line Items] | |
Principal amount of debt | $ 1 |
Stated interest rate | 3.625% |
Long-Term Debt - Other Debt and
Long-Term Debt - Other Debt and FV (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Instrument [Line Items] | ||
Non-cash financing and investing activity related to unpaid portion of finance lease agreements | $ 0 | $ 1.6 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 853.9 | |
Long-term debt | $ 990.8 |
Long-Term Debt - Interest Rate
Long-Term Debt - Interest Rate Swaps Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Jan. 31, 2019 | Apr. 30, 2018 | Mar. 31, 2017 | |
Derivative [Line Items] | ||||||||
Derivative, Gain (Loss) on Derivative, Net | $ 1.8 | $ 3.8 | $ 13.6 | $ 12 | ||||
Unrealized holding losses, net of tax(1) | $ 1.4 | $ (0.2) | 8 | $ 0.1 | ||||
Interest Rate Swap | ||||||||
Derivative [Line Items] | ||||||||
Derivative, Gain (Loss) on Derivative, Net | 3.4 | $ 14.9 | ||||||
Unrealized holding losses, net of tax(1) | $ 2.5 | $ 11.1 | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Interest Rate Swap | ||||||||
Derivative [Line Items] | ||||||||
Derivative, Notional Amount Per Derivative Instrument | $ 300 | $ 250 | $ 200 | |||||
Derivative, Fixed Interest Rate | 2.65% | 2.61% | 2.08% | |||||
Derivative, Basis Spread on Variable Rate | 3.12% | 3.12% |
Long-Term Debt - Swap Agreement
Long-Term Debt - Swap Agreements in the Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Derivatives, Fair Value [Line Items] | ||
Other current assets | $ 3.4 | |
Interest Rate Swap | Designated as Hedging Instrument | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Other current assets | $ 3.4 | |
Interest Rate Swap | Designated as Hedging Instrument | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value | $ 1 | |
Interest Rate Swap | Designated as Hedging Instrument | Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value | $ 13.9 |
Long-Term Debt - Effect of Deri
Long-Term Debt - Effect of Derivative Instruments on Amounts Recognized in Other Comprehensive Earnings (Details) - Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] - Interest Rate Swap - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion | $ 1.4 | $ (0.2) | $ 8 | $ 0.1 |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ 0.4 | $ 4 | $ 5.6 | $ 11.9 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Measurements (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Cash and cash equivalents | $ 16.1 | $ 77.1 |
Interest rate swaps | 3.4 | |
Liabilities: | ||
Interest rate swaps | 14.9 | |
Contingent consideration | 1.2 | 4.9 |
Redeemable noncontrolling interests | 42.8 | 1,188.8 |
Level 1 | ||
Assets: | ||
Cash and cash equivalents | 16.1 | 77.1 |
Level 2 | ||
Assets: | ||
Interest rate swaps | 3.4 | |
Liabilities: | ||
Interest rate swaps | 14.9 | |
Level 3 | ||
Liabilities: | ||
Contingent consideration | 1.2 | 4.9 |
Redeemable noncontrolling interests | $ 42.8 | $ 1,188.8 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Change In Fair Value Of Contingent Consideration (Details) - Level 3 $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Business Acquisition [Line Items] | |
Beginning balance, December 31, 2021 | $ 1,193.7 |
Acquisition of remaining outstanding Class A redeemable noncontrolling interests in Optimal Blue Holdco (Note 1) | (1,156) |
Ending balance, September 30, 2022 | 44 |
Compass Analytics | |
Business Acquisition [Line Items] | |
Business combination, contingent consideration arrangements, change in amount of contingent consideration, liability | (3.7) |
Optimal Blue Holdco, LLC | |
Business Acquisition [Line Items] | |
Business combination, contingent consideration arrangements, change in amount of contingent consideration, liability | $ 10 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Taxes | ||||
Effective tax rate | 18% | 25.50% | 11.60% | 20.40% |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Rate (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||||
Federal statutory rate | 21% | 21% | 21% | 21% |
State income taxes, net of federal benefit | 4.90% | 4.30% | 4.80% | 4.30% |
Non-deductible executive compensation | 2.30% | 1.40% | 1.30% | 1.50% |
Acquisition of remaining Optimal Blue interests | (9.30%) | |||
Redeemable noncontrolling interests | 0.40% | 2.50% | 0.20% | 1.80% |
Tax credits | (13.30%) | (5.20%) | (7.60%) | (5.30%) |
Restricted share vesting | (0.50%) | (0.40%) | (4.50%) | |
Other | 3.20% | 1.50% | 1.60% | 1.60% |
Effective tax rate | 18% | 25.50% | 11.60% | 20.40% |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 9 Months Ended |
Sep. 30, 2022 complaint | |
Commitments and Contingencies. | |
Number of Complaints filed | 5 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 386.7 | $ 378 | $ 1,168.4 | $ 1,089 |
Software solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 304.9 | 292.9 | 924.3 | 842.8 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 31.8 | 33.9 | 96.4 | 97.4 |
Data solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 44 | 48 | 135 | 140 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6 | 3.2 | 12.7 | 8.8 |
Operating Segments | Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 332.7 | 319.6 | 1,002.8 | 920.8 |
Operating Segments | Software Solutions | Software solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 294.9 | 283.4 | 895.1 | 815.3 |
Operating Segments | Software Solutions | Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 31 | 33.1 | 93.5 | 96.3 |
Operating Segments | Software Solutions | Data solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1.6 | 0.5 | 3.6 | 2.2 |
Operating Segments | Software Solutions | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5.2 | 2.6 | 10.6 | 7 |
Operating Segments | Data and Analytics | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 54 | 58.4 | 165.6 | 168.2 |
Operating Segments | Data and Analytics | Software solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 10 | 9.5 | 29.2 | 27.5 |
Operating Segments | Data and Analytics | Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0.8 | 0.8 | 2.9 | 1.1 |
Operating Segments | Data and Analytics | Data solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 42.4 | 47.5 | 131.4 | 137.8 |
Operating Segments | Data and Analytics | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0.8 | 0.6 | 2.1 | 1.8 |
Reportable Legal Entities | Servicing Software | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 217.7 | 210.9 | 662 | 621.4 |
Reportable Legal Entities | Servicing Software | Software solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 199.9 | 190.3 | 607.2 | 561.8 |
Reportable Legal Entities | Servicing Software | Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 17.8 | 20.6 | 54.8 | 59.6 |
Reportable Legal Entities | Origination Software | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 115 | 108.7 | 340.8 | 299.4 |
Reportable Legal Entities | Origination Software | Software solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 95 | 93.1 | 287.9 | 253.5 |
Reportable Legal Entities | Origination Software | Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 13.2 | 12.5 | 38.7 | 36.7 |
Reportable Legal Entities | Origination Software | Data solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1.6 | 0.5 | 3.6 | 2.2 |
Reportable Legal Entities | Origination Software | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 5.2 | $ 2.6 | $ 10.6 | $ 7 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) $ in Billions | Sep. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 2.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 7% |
Remaining performance obligation, period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 54% |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 80% |
Remaining performance obligation, period | 2 years |
Equity - Share Repurchase Progr
Equity - Share Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 12, 2020 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity | ||||
Period in force | 3 years | |||
Authorized amount (shares) | $ 10 | |||
Number of shares repurchased (in shares) | 1,400,000 | 0 | 2,000,000 | |
Average cost per share | $ 73.32 | $ 73.91 | ||
Remaining authorized shares for repurchase (shares) | 8,000,000 | |||
Stock Repurchased During Period, Value | $ 100 | $ 146.7 |
Equity - Equity-Based Compensat
Equity - Equity-Based Compensation Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 11.4 | $ 7.6 | $ 30.7 | $ 25.7 |
Accelerated share-based compensation | 2.9 | |||
Compensation cost not yet recognized | 72.8 | $ 72.8 | ||
Compensation cost not yet recognized, period for recognition | 1 year 8 months 12 days | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period (in years) | 3 years | |||
Profit Interests Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | 2.2 | $ 2.3 | $ 6.5 | $ 6.7 |
Compensation cost not yet recognized | $ 10 | $ 10 | ||
Compensation cost not yet recognized, period for recognition | 1 year 2 months 12 days | |||
Vesting period (in years) | 3 years |
Equity - Restricted Stock Grant
Equity - Restricted Stock Grant (Details) | 3 Months Ended | 9 Months Ended | |||
Mar. 10, 2022 period | Sep. 30, 2022 shares | Jun. 30, 2022 $ / shares shares | Mar. 31, 2022 $ / shares shares | Sep. 30, 2022 $ / shares shares | |
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants in period, weighted average grant date fair value (in dollars per share) | $ 64.51 | ||||
Vesting period (in years) | 3 years | ||||
Restricted Shares and Restricted Share Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | shares | 16,976 | 87,536 | 810,201 | 914,713 | |
Grants in period, weighted average grant date fair value (in dollars per share) | $ 58.43 | ||||
Vesting period (in years) | 3 years | 3 years | |||
Number of measurement periods | period | 3 | ||||
Measurement period | 12 months | ||||
Restricted Shares and Restricted Share Units | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants in period, weighted average grant date fair value (in dollars per share) | $ 66.48 | $ 57.18 | |||
Vesting period (in years) | 1 year | ||||
Restricted Shares and Restricted Share Units | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants in period, weighted average grant date fair value (in dollars per share) | $ 70.91 | $ 57.99 | |||
Vesting period (in years) | 4 years |
Equity - Restricted Stock and P
Equity - Restricted Stock and Profit Interest Units (Details) - Restricted Shares and Restricted Share Units - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Outstanding shares, Balance Beginning (in shares) | 1,269,789 | 1,269,789 | ||
Granted (in shares) | 16,976 | 87,536 | 810,201 | 914,713 |
Forfeited (in shares) | (38,726) | |||
Vested (in shares) | (595,519) | |||
Outstanding shares, Balance Ending (in shares) | 1,550,257 | 1,550,257 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Beginning balance (in dollars per share) | $ 70.79 | $ 70.79 | ||
Grants in period, weighted average grant date fair value (in dollars per share) | 58.43 | |||
Forfeitures, weighted average grant date fair value (in dollars per share) | 70.55 | |||
Vested in period, weighted average grant date fair value (in dollars per share) | 66.13 | |||
Ending balance (in dollars per share) | $ 65.30 | $ 65.30 |
Segment Information - Additiona
Segment Information - Additional Disclosures (Details) | 9 Months Ended |
Sep. 30, 2022 segment | |
Segment Information | |
Number of segments | 2 |
Segment Information - Summarize
Segment Information - Summarized Financial Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 386.7 | $ 378 | $ 1,168.4 | $ 1,089 |
Operating expenses | 220.9 | 203 | 645.6 | 586.2 |
Transition and integration costs | 4.1 | (1.3) | 19.9 | 10.9 |
EBITDA | 161.7 | 176.3 | 502.9 | 491.9 |
Depreciation and amortization | 93.5 | 93.6 | 277.5 | 271.8 |
Operating income | 68.2 | 82.7 | 225.4 | 220.1 |
Interest expense, net | (26.6) | (21.6) | (70.3) | (62.8) |
Other expense, net | (5.4) | (1.1) | (9) | (5.3) |
Earnings before income taxes and equity in earnings of unconsolidated affiliates | 36.2 | 60 | 146.1 | 152 |
Income tax expense | 6.5 | 15.3 | 17 | 31 |
Earnings before equity in earnings of unconsolidated affiliates | 29.7 | 44.7 | 129.1 | 121 |
Equity in earnings of unconsolidated affiliates, net of tax | 0.3 | 1.6 | 303.3 | 3 |
Net earnings | 30 | 46.3 | 432.4 | 124 |
Net losses attributable to redeemable noncontrolling interests | 7.1 | 2.5 | 23.2 | |
Net earnings attributable to Black Knight | 30 | 53.4 | 434.9 | 147.2 |
Allocated share-based compensation expense | 11.4 | 7.6 | 30.7 | 25.7 |
Operating Segments | Software Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 332.7 | 319.6 | 1,002.8 | 920.8 |
Operating expenses | 153 | 137.1 | 444.2 | 392.6 |
EBITDA | 179.7 | 182.5 | 558.6 | 528.2 |
Depreciation and amortization | 37.4 | 32.5 | 108.4 | 96.9 |
Operating income | 142.3 | 150 | 450.2 | 431.3 |
Operating Segments | Data and Analytics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 54 | 58.4 | 165.6 | 168.2 |
Operating expenses | 37.1 | 37.5 | 112 | 106.8 |
EBITDA | 16.9 | 20.9 | 53.6 | 61.4 |
Depreciation and amortization | 3.9 | 3.9 | 11.7 | 11.4 |
Operating income | 13 | 17 | 41.9 | 50 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Operating expenses | 30.8 | 28.4 | 89.4 | 86.8 |
Transition and integration costs | 4.1 | (1.3) | 19.9 | 10.9 |
EBITDA | (34.9) | (27.1) | (109.3) | (97.7) |
Depreciation and amortization | 52.2 | 57.2 | 157.4 | 163.5 |
Operating income | (87.1) | (84.3) | (266.7) | (261.2) |
Allocated share-based compensation expense | $ 13.6 | $ 9.8 | $ 37.8 | $ 33.5 |